Common use of Alterations Clause in Contracts

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. 8.1 Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverageexcept for the installation of unattached, and insurance coverage movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Building. All alterations, additions, improvements or fixtures (whether temporary or permanent in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person character) made in or property, on or off upon the Premises, arising out either by Landlord or Tenant, shall be Landlord’s property on termination of this Lease and during shall remain a part of the making of such AlterationsPremises without compensation to Tenant, or at Landlord’s election, shall be removed by Tenant. Any Alteration If Tenant is not then in default, all furniture, unattached, movable trade fixtures and equipment installed in the Premises by Tenant hereunder may be removed by Tenant at the termination of this Lease if Tenant so elects, and shall be so removed if required by Landlord, or if not so removed shall, at the option of Landlord, become the property of Landlord. In the event Landlord requires the removal of any alterations, additions, improvements or fixtures, Tenant shall, at its expense, repair and restore any portion of the Premises which is damaged by such removal. All such installations, removals and restorations shall be accomplished in good, workmanlike manner so as not to damage the Premises or the primary structure or structural qualities of the Building or the plumbing, electrical lines or other utilities. 8.2 Any construction work done by Tenant upon the Premises shall be performed in a good and workmanlike manner manner, in compliance with any applicable all governmental lawrequirements, statute, ordinance or regulation. Upon completion and the requirements of any Alteration contract or deed of trust to which Landlord may be a party. Tenant agrees to indemnify Landlord and hold Landlord harmless against any loss, liability or damage resulting from such work. Tenant shall, upon Landlord’s request, furnish bonds or other security satisfactory to Landlord against any such loss, liability or damage. 8.3 Tenant will not permit any mechanic’s lien or liens to be placed upon the Premises, or any portion thereof, caused by Tenant hereunderor resulting from any work performed, materials furnished or obligation incurred by or at the request of Tenant, and in the case of the filing of any such lien, Tenant shall furnish Landlord with a copy of will immediately pay and discharge the “as built” plans covering such constructionsame. Tenant, at its sole cost and expense, will make all Alterations on If any lien remains against the Premises which may be necessary by for fifteen (15) days, Landlord shall have the act right and privilege at Landlord’s option of paying the same or neglect of any other person or corporation (public or private)portion thereof without inquiry as to the validity thereof, except for Landlordand any amounts so paid, its agents, employees or contractors. Before commencing any Alterations (a) plans including expenses and specifications therefor, prepared by a licensed architectinterest, shall be submitted so much additional rent hereunder due from Tenant to Landlord and approved shall be repaid to Landlord (together with interest at the Past Due Rate from the date paid by Landlord, which approval shall not be unreasonably withheld or delayed; ) within ten (b10) Tenant shall furnish to days after Tenant’s receipt of a statement from Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisestherefor.

Alterations. Both the Landlord and the Tenant shall will take into consideration any impact on the Environmental Performance of the Premises and the Building from any proposed works to or at the Premises[ or the Building]. The Tenant agrees to allow the Landlord (if the Landlord so wishes and upon reasonable prior notice) to install, at the Landlord’s own cost, separate metering of utilities used in the Common Parts and the Premises[ and the Landlord agrees to allow the Tenant to install separate [sub-]metering of the utilities used in the Premises132]. This Schedule 8 uses the following definitions: “Approved Underlease” an underlease approved by the Landlord and, subject to any variations agreed by the Landlord in its absolute discretion: granted without any premium being received by the Tenant; reserving a market rent, taking into account the terms of the underletting; [for a term of not less than [NUMBER] years calculated from the date on which the underlease is completed;] lawfully excluded from the security of tenure provisions of the 1954 Act [if it creates an underletting of a Permitted Part]; containing provisions: requiring the Undertenant to pay as additional rent the whole or, in the case of an Underlease of a Permitted Part, a due proportion, of the Insurance Rent, Service Charge and other sums, excluding the Main Rent, payable by the Tenant under this Lease; for rent review at any time during [five yearly] intervals and otherwise on the Term same terms as in Schedule 2; and133 for change of use and alterations corresponding to those in this Lease; containing a covenant by the Undertenant not to assign the whole of the Underlet Premises without the prior written consent134 of the Landlord and the Tenant on terms corresponding to those in this Lease make any openings in the roof or exterior walls and a covenant not to assign part only of the Building or make Underlet Premises; [containing a covenant by the Undertenant not to create any alteration, addition or improvement to Sub-Underlease of the Premises (collectively, “Alterations”) whole or any portion thereof without, in each instance, part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole of the Underlet Premises without the prior written consent of the Landlord which consent, as and the Tenant and a covenant by the Undertenant not to noncreate any Sub-structural Underlease of any part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole or non-systems repairs, shall not be unreasonably withheld. Notwithstanding any part of the preceding sentence, Tenant may make non-structural Alterations Underlet Premises without obtaining Landlord’s the prior written consentconsent of the Landlord and the Tenant];135 [containing provisions requiring any Sub-Underlease to contain: a valid agreement to exclude the security of tenure provisions of the 1954 Act; obligations by the Sub-Undertenant not to assign the whole of the Sub-Underlet Premises without the prior written consent of the Landlord, provided the total cost Tenant and the Undertenant and not to assign part of such nonthe Sub-structural Alteration Underlet Premises; an absolute prohibition on the creation of further underleases of whole or part [except where the Sub-Underlease is less than Twenty Thousand Dollars ($20,000.00) per occurrence of the whole of the Premises when the Sub-Underlease may contain provisions permitting the creation of one further underlease of whole with the prior consent of the Landlord, the Tenant and less than Fifty Thousand Dollars ($50,000.00) the Undertenant but with the additional provision that no underleases of whole or part will be created out of that further underlease];] if the Underlease is excluded from the security of tenure provisions of the 1954 Act, containing any other provisions that are reasonable in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy context of the “as built” plans covering such construction. Tenant, at its sole cost terms of this Lease and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost nature of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedUnderlease; and (d) Tenant shall either furnish to Landlord a bond if the Underlease is not excluded from the security of tenure provisions of the 1954 Act, containing other provisions corresponding with those in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.this Lease;

Alterations. Except for non-structural Alterations that (i) do not exceed $5,000 in the aggregate, (ii) are not visible from the exterior of the Premises, (iii) do not affect any Building System or the structural strength of the Building, (iv) do not require penetrations into the floor, ceiling or walls, and (v) do not require work within the walls, below the floor or above the ceiling, Tenant shall not at make or permit any time during the Term of this Lease make any openings Alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which without first obtaining Landlord’s consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld. Notwithstanding With respect to any Alterations made by or on behalf of Tenant (whether or not the preceding sentence, Tenant may make non-structural Alterations without obtaining Alteration requires Landlord’s prior written consent, provided the total cost of such non-structural Alteration is ): (i) not less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration 10 days prior to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of any contractor or subcontractor, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all Laws and the plans and specifications delivered to, and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable costs and expenses in connection with Landlord’s review of Tenant’s plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary, and (v) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord with a written certification reasonable security against liens arising out of such construction. Any Alteration by Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the Premises to the condition existing prior to Tenant’s Alteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the expiration or termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Premises, provided that the Alteration does installation and removal of them will not have affect any adverse environmental impact on structural portion of the premisesProperty, any Building System or any other equipment or facilities serving the Building or any occupant.

Alterations. Both the Landlord and the Tenant shall will take into consideration any impact on the Environmental Performance of the Premises and the Estate from any proposed works to or at the Premises[ or the Estate]. The Tenant agrees to allow the Landlord (if the Landlord so wishes and upon reasonable prior notice) to install, at the Landlord’s own cost, separate metering of utilities used in the Common Parts and the Premises[ and the Landlord agrees to allow the Tenant to install separate [sub-]metering of the utilities used in the Premises126]. This Schedule 8 uses the following definitions: “Approved Underlease” an underlease approved by the Landlord and, subject to any variations agreed by the Landlord in its absolute discretion: granted without any premium being received by the Tenant; reserving a market rent, taking into account the terms of the underletting; [for a term of not less than [NUMBER] years calculated from the date on which the underlease is completed;] lawfully excluded from the security of tenure provisions of the 1954 Act [if it creates an underletting of a Permitted Part]; containing provisions: requiring the Undertenant to pay as additional rent the whole or, in the case of an Underlease of a Permitted Part, a due proportion, of the Insurance Rent, Service Charge and other sums, excluding the Main Rent, payable by the Tenant under this Lease; for rent review at any time during [five yearly] intervals and otherwise on the Term same terms as in Schedule 2; and127 for change of use and alterations corresponding to those in this Lease; containing a covenant by the Undertenant not to assign the whole of the Underlet Premises without the prior written consent128 of the Landlord and the Tenant on terms corresponding to those in this Lease make any openings in the roof or exterior walls and a covenant not to assign part only of the Building or make Underlet Premises; [containing a covenant by the Undertenant not to create any alteration, addition or improvement to Sub-Underlease of the Premises (collectively, “Alterations”) whole or any portion thereof without, in each instance, part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole of the Underlet Premises without the prior written consent of the Landlord which consent, as and the Tenant and a covenant by the Undertenant not to noncreate any Sub-structural Underlease of any part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole or non-systems repairs, shall not be unreasonably withheld. Notwithstanding any part of the preceding sentence, Tenant may make non-structural Alterations Underlet Premises without obtaining Landlord’s the prior written consentconsent of the Landlord and the Tenant];129 [containing provisions requiring any Sub-Underlease to contain: a valid agreement to exclude the security of tenure provisions of the 1954 Act; obligations by the Sub-Undertenant not to assign the whole of the Sub-Underlet Premises without the prior written consent of the Landlord, provided the total cost Tenant and the Undertenant and not to assign part of such nonthe Sub-structural Alteration Underlet Premises; an absolute prohibition on the creation of further underleases of whole or part [except where the Sub-Underlease is less than Twenty Thousand Dollars ($20,000.00) per occurrence of the whole of the Premises when the Sub-Underlease may contain provisions permitting the creation of one further underlease of whole with the prior consent of the Landlord, the Tenant and less than Fifty Thousand Dollars ($50,000.00) the Undertenant but with the additional provision that no underleases of whole or part will be created out of that further underlease];] if the Underlease is excluded from the security of tenure provisions of the 1954 Act, containing any other provisions that are reasonable in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy context of the “as built” plans covering such construction. Tenant, at its sole cost terms of this Lease and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost nature of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedUnderlease; and (d) Tenant shall either furnish to Landlord a bond if the Underlease is not excluded from the security of tenure provisions of the 1954 Act, containing other provisions corresponding with those in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.this Lease;

Alterations. Tenant shall will not at any time during the Term of this Lease make any openings alterations, repairs, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyfor purposes of this Article 12, any of the foregoing being referred to as the “AlterationsWork”) or add, disturb or in any portion thereof withoutway change any plumbing, in each instancewiring, life/safety or mechanical systems, locks, or structural portions of the Building without the prior written consent of the Landlord which consent, as to non-structural or non-systems repairsthe character of the Work, the manner of doing the Work, and the contractor(s) doing the Work. Such consent shall not be unreasonably withheldwithheld or delayed. Notwithstanding As a condition to Landlord’s consent to Work proposed by Tenant, Landlord may impose such conditions with respect thereto as Landlord deems appropriate, including, without limitation, requiring Tenant to furnish surety performance and/or payment bonds or other security for the preceding sentencepayment of all costs incurred in connection with such Work, insurance against liabilities that may arise out of such Work, plans and specifications approved by Landlord and permits necessary for such Work. If such Work is performed by contractor(s) not retained by Landlord, Tenant may make non-structural Alterations without obtaining Landlordshall upon completion of such Work, (i) deliver to Landlord evidence that payment for all such Work has been made by Tenant, contractors’ affidavits and full and final mechanic’s prior written consent, provided lien waivers; and (ii) pay to Landlord a construction supervision fee of five percent (5%) of the total cost of such non-structural Alteration is Work, but in no event less than Twenty Thousand Dollars ($20,000.00) per occurrence 500.00 to reimburse Landlord for the costs incurred by its construction manager in inspecting and supervising such Work; provided, however, that Tenant shall have no obligation to pay Landlord any construction supervision fee for changes costing $5,000.00 or less than Fifty Thousand Dollars ($50,000.00) in that do not affect any plumbing, wiring, life/safety or mechanical systems or the aggregate per calendar yearBuilding structure. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of All such Alterations. Any Alteration by Tenant hereunder Work shall be done in a good and workmanlike manner in compliance using quality materials and shall comply with any all applicable governmental lawlaws, statuteordinances, ordinance rules and regulations. Tenant agrees to indemnify and hold Landlord free and harmless from any liability, loss, cost, damage or regulation. Upon completion expense (including attorney’s fees) by reason of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages Work. The provisions of Article 27 of this Lease Agreement shall be provided apply to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesall Work performed under this Article 12.

Alterations. 3. Tenant shall not at make no changes in or to demised premises of any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement nature without Owner's prior written consent. Subject to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as Owner and to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceprovisions of this articles, Tenant at Tenant's expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvement which are nonstructural and less than Fifty Thousand Dollars ($50,000.00) which do not affect utility services or plumbing and electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is interior of demised premises by using contractors or mechanics first approved by Owner. Tenant shall, before making any alterations, installations, additions or improvement, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall be commenced by deliver promptly duplicates of all such permits, approvals and certificates to Owner and Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable agrees to Landlordcarry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, evidencing workmen’s compensation coveragegeneral liability, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability personal and property damage insurance as Owner may require. If any mechanic's lien is filed against the demised premises, or the building of which the same forms a part, for work claimed to any person have done for, or propertymaterials furnished to, on Tenant, whether or off not done pursuant to this article, the Premises, arising out of and during the making of such Alterations. Any Alteration same shall be discharged by Tenant hereunder within ten days thereafter, at Tenant's expense, bu filling the bond required by law. All fixtures and all paneling, partitions, railing and installations, installed in the premises at any times, either by Tenant or by Owner in Tenant's behalf, shall, upon installations, become the property of Owner and shall remain upon and be surrendered with the demised premises unless Owner, by notice to Tenant no later then twenty days prior to the date fixed as the termination of this lease, elects to relinquish Owner's rights thereto and to have them removed by Tenant, in which event, the same shall be done removed from the premises by Tenant prior to the expirations of the lease, at Tenant's expense. Nothing in a good this article shall be construed to give Owner title to or to prevent Tenant's removal of trade fixtures, moveables office furniture and workmanlike manner in compliance with any applicable governmental lawequipment, statute, ordinance or regulation. Upon completion but upon removal of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy such from the premises or upon removal of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts installations as may be reasonably required requires by Landlord naming Landlord as an additional insured Owner. Tenant shall immediately and providing liability coverage during all phases of construction includingat its expense, without limitation: (a) contractor’s repair and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the premises to the commencement condition existing prior ro installation and repair any damage to the demised premises or the building due to such removal. All property permitted or required to be removed by Tenant at the end of any construction activity, certificates of such insurance coverages the term remaining in the premises after Tenant's removal shall be provided to Landlord. Before commencing any Alterationdeemed abandoned and may, Tenant shall provide Landlord with a written certification that at the Alteration does not have any adverse environmental impact on election of Owner, either be retained as Owner's property or may be removed from the premisespremises by Owner at Tenant's expense.

Alterations. Other than the Tenant Improvements, Tenant shall not at any time during the Term of make no further alterations, additions or improvements (sometimes referred to in this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, Paragraph collectively as “Alterations”) or any portion thereof without, in each instance, to the Premises without Landlord’s prior written consent as provided herein and without a valid building permit issued by the appropriate governmental agency. Tenant shall submit to Landlord, for Landlord’s written approval, a written description of the Alterations that Tenant proposes to perform, all applications for permits for such Alterations, detailed plans and specifications for Alterations constituting Major Alterations, and such other information regarding the intended Alterations as Landlord which consentmay reasonably require, and no request for Landlord’s consent to Alterations shall be deemed complete until such information is delivered. To the extent that any alterations, additions or improvements to the Premises constitute “Major Alterations” (as defined below), Landlord may withhold its consent in Landlord’s sole and absolute discretion; otherwise, Landlord’s consent to non-structural any alterations, additions or non-systems repairs, improvements to the Premises other than Major Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding As used herein, “Major Alterations” shall mean any alterations, additions or improvements (i) which are visible from outside the preceding sentencePremises and/or Building (including design and aesthetic changes), and/or (ii) to the exterior of the Building, the roof of the Building, the heating, ventilation and/or air conditioning systems serving the Premises, the fire sprinkler, plumbing, electrical, mechanical and/or any other systems serving the Premises, any interior, load-bearing walls, the foundation and/or the slab of the Building. Tenant may make nonshall notify Landlord in writing at least fifteen (15) days prior to commencement of any work to enable Landlord to post a Notice of Non-structural Responsibility or other notice deemed proper before the commencement of work. Any and all such alterations, additions or improvements shall comply with all Applicable Laws including, without limitation, obtaining any required permits or other governmental approvals. In addition, all Alterations without obtaining shall be performed only by licensed contractors and subcontractors and shall be performed in strict compliance with all permits, any plans and specifications approved by Landlord, and all conditions to Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence approval. Tenant shall cause its contractors and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration subcontractors to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an maintain insurance company reasonably acceptable to Landlord. Upon termination of this Lease, evidencing workmen’s compensation coverageany alterations, additions and improvements (including without limitation all electrical, lighting, plumbing, heating and air-conditioning equipment, doors, windows, partitions, drapery, carpeting, shelving, counters, and insurance coverage in amounts satisfactory physically attached fixtures) made by Tenant shall at once become part of the realty and belong to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off unless the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy terms of the “as built” plans covering applicable consent provide otherwise, or unless at the time of the applicable consent Landlord requests that part or all of the additions, alterations or improvements be removed. In such construction. case, Tenant, at its sole cost and expense, will make all Alterations on shall promptly remove the specified additions, alterations or improvements and shall fully repair and restore the relevant portion(s) of the Premises to the condition in which may be necessary by Tenant is otherwise required to surrender the act Premises under Paragraph 17.1. Notwithstanding the foregoing or neglect of any other person or corporation anything in this Lease to the contrary, with respect to the Tenant Improvements and subsequent Alterations (public or privateunless Landlord’s applicable consent provides otherwise), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall only be required shall obtain commercial to remove alterations, additions and improvements that are not consistent with general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction office use (including, without limitation: (a) contractor’s , laboratory related alterations, additions and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; improvements and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the applicable portions of the Premises to the commencement their original condition upon termination of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesthis Lease.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make all Alterations on remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Premises caused in connection with the removal of any items pursuant to this article and restore all damaged areas to a condition consistent with the surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Premises certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Complex caused in connection with the removal of any items pursuant to this article and restore all Alterations on damaged areas to a condition consistent with the Premises surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000.00). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Complex certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. (a) Tenant shall not at any time during the Term of this Lease make any openings no alterations, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyPremises, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar yearthen only by contractors or mechanics approved by Landlord. No Alteration to the Premises for Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord free access to mechanical installations or service facilities of the Building or Project or interfere with a satisfactory certificate the moving of Landlord’s equipment to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person the enclosures containing said installations or property, on or off the Premises, arising out of and during the making of facilities. All such Alterations. Any Alteration by Tenant hereunder work shall be done at such times and in a good such manner as Landlord may from time to time designate. Tenant covenants and workmanlike manner agrees that all work done by Tenant shall be performed in full compliance with any applicable all laws, rules, orders, ordinances, regulations and requirements of all governmental lawagencies, statuteoffices, ordinance or regulation. Upon completion and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any Alteration by Tenant hereundersimilar body. Before commencing any work, Tenant shall furnish give Landlord with a copy at least ten days written notice of the “as built” plans covering proposed commencement of such construction. work and shall, if required by Landlord, secure at Tenant, at its sole ’s own cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private)a completion and lien indemnity bond, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of lienssaid work. Tenant further covenants and agrees that any mechanic’s lien filed against the Premises or against the Building or Project for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all contractors engaging wall-covering, built-in any construction activity cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and for the benefit of like installed by Tenant, and Tenant for which shall repair all damage resulting from such removal or, at Landlord’s consent option, shall be required shall obtain commercial general liability, worker’s compensation and pay to Landlord all costs arising from such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; removal. (b) blanket contractual All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease for any cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability coverage; (c) broad form property damage insurance; to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and (d) statutory workerall expenses incurred in such removal, including court costs and attorneys’ fees and storage charges on such effects for any length of time that the same shall be in Landlord’s compensation coverage possession. Landlord may, at its option, without notice, sell said effects, or any of the same, at private sale and employer’s liability coverage. Prior without legal process, for such price as Landlord may obtain and apply the proceeds of such sale upon any amounts due under this Lease from Tenant to Landlord and upon the expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. Tenant (a) With the exception of New Units and the Existing Units described in Section 10.3, the Lessee shall not at any time during the Term of this Lease make any openings in the roof make, or exterior walls of the Building or make cause to be made, any alteration, addition or improvement to in the Premises (collectivelyPremises, “Alterations”) including without limitation installation, removal or any portion thereof withoutmodification of fencing or landscaping, in each instance, without first obtaining the prior written consent of Landlord which consentthe Director for such work, as except in each case alterations or improvements required to non-structural maintain the Property and Improvements in safe condition and in compliance with applicable laws and ordinances. The Director’s approval of alterations, additions or non-systems repairs, improvements expressly contemplated by this Lease shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentence, Tenant may make Ordinary repairs and any non-structural Alterations without obtaining Landlord’s alteration of any structure that, together with all other items of the same nature during the calendar year, cost less than $100,000.00, and emergency repairs immediately necessary for the usual and customary usage of the Premises, in each case if at the sole expense of Lessee, shall not require such prior written consent. All alterations, provided additions and improvements made shall be at the total sole cost and expense of such non-structural Alteration is less the Lessee, and unless otherwise agreed in writing by the Director, shall remain in and be surrendered with the Premises as a part thereof at the expiration or termination of this Lease, without disturbance, molestation or injury. This subsection and any consent under this subsection shall not affect or substitute for any requirement for approvals, permits or consents under any law, ordinance, regulation, or any document other than Twenty Thousand Dollars this Lease. ($20,000.00b) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration The Lessor reserves an unqualified right to make repairs or alterations to the Premises for which Landlord’s consent is required shall be commenced or to the buildings thereon (i) where conditions deemed by Tenant until Tenant has furnished Landlord with a satisfactory certificate the Director to constitute an emergency exist, or certificates from an insurance company acceptable (ii) after prior written notice to Landlord, evidencing workmen’s compensation coverage, and insurance coverage Lessee requesting Lessee to make such repair or alteration in amounts satisfactory order to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner correct deficiencies in compliance with any applicable governmental law, statute, ordinance regulation or regulationCode. Upon completion of any Alteration by Tenant hereunder, Tenant Lessee shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations reimburse Lessor on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except demand for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of any such repairs or alterations if made after the proposed workLessee shall have failed or refused to do so. The Lessor also reserves the right to make general alterations to the Premises at no cost to Lessee, certified where such general alterations will not unreasonably interfere with the ordinary operation of the Premises by the architect who prepared such plans and specifications; (c) all contracts for Lessee or its permitted Sublessees, but not the right to construct any proposed work shall be submitted Buildings or to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond modify any buildings except as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesArticle 16 below.

Alterations. Tenant Anything in Article 3 to the contrary notwithstanding, Landlord shall not at any time during the Term unreasonably withhold or delay approval of this Lease make any openings in the roof or exterior walls written requests of the Building or make any alteration, addition or improvement Tenant to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentinterior alterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars decorations, additions and improvements ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00herein referred to as "alterations") in the aggregate per calendar year. No Alteration to demised premises, provided that such alterations do not adversely affect utility services or plumbing and electrical lines or other systems of the Premises for which Landlord’s consent is required building, and provided that all such alterations shall be commenced by Tenant until Tenant has furnished Landlord performed in accordance with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, the following conditions: (a) All such alterations costing more than $10,000 shall be performed in accordance with plans and insurance coverage in amounts satisfactory specifications first submitted to Landlord and protecting Landlord against public liability and property damage to any person for its prior written approval which will not be unreasonably delayed or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder withheld. (b) All alterations shall be done in a good and workmanlike manner manner. All alterations shall be done in compliance with any all other applicable provisions of this Lease and with all applicable laws, ordinances, directions, rules and regulations of governmental lawauthorities having jurisdiction; and Tenant shall, statute, ordinance or regulation. Upon completion prior to the commencement of any Alteration such alterations, at its sole cost and expense, obtain and exhibit to Landlord any governmental permit required in connection with such alterations. (c) All work in connection with alterations shall be performed with union labor having the proper jurisdictional qualifications. (d) Tenant shall keep the building and the demised premises free and clear of all liens for any work or material claimed to have been furnished to Tenant or to the demised premises. (e) Prior to the commencement of any work by Tenant hereunderor for Tenant, Tenant shall furnish to Landlord with a copy certificates evidencing the existence of the “following insurance: (i) Workmen's compensation insurance covering all persons employed for such work and with respect to whom death or bodily injury claims could be asserted against Landlord, Tenant or the demised premises. (ii) General liability insurance naming Landlord, its designees, and Tenant as built” plans covering such constructioninsureds, with limits of not less than $500,000 in the event of bodily injury to one person and not less than $1,000,000 in the event of bodily injury to any number of persons in any one occurrence, and with limits of not less than $50,000 for property damage. Tenant, at its sole cost and expense, will make shall cause all Alterations on such insurance to be maintained at all times when the Premises which may work to be necessary performed for or by Tenant is in progress. All such insurance shall be in a company authorized to do business in New York and all policies, or certificates therefor, issued by the act or neglect insurer and bearing notations evidencing the payment of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectpremiums, shall be submitted delivered to Landlord. (f) All work to be performed by Tenant shall be done in a manner which will not unreasonably interfere with or disturb other tenants and occupants of the building. (g) Tenant shall not be required to remove any fixtures, panelling, partitions, railings or other installations presently constituting a part of the demised premises, constituting a part of the initial fitting up of the demised premises for Tenant's occupancy or installed by Landlord at its expense. (h) All trade fixtures and other movable property installed by Tenant in the demised premises shall remain Tenant's property and shall be removed by Tenant on or before the expiration date, provided only that Tenant shall repair any resultant damage to the demised premises. (i) Any alterations to be made by Tenant (other than plumbing and electrical work) may be performed by any reputable contractor or mechanic (collectively "Contractor") selected by Tenant and approved by Landlord, which approval shall Landlord agrees it will not be unreasonably withheld withhold or delayed; delay, provided the Contractor's performance of the alterations would not result in any labor discord in the Building. (bj) Tenant shall furnish may, at any time during the Term, remove any alteration made by Tenant, solely at its expense, provided Tenant promptly repairs any damage resulting from such removal. (k) Any restoration or repair which Tenant is required to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; make (cwhether structural or non-structural) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld of quality or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior class equal to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesthen Building Standard.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings no changes in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Demised Premises (collectivelyof any nature without Landlord’s prior written consent provided, “Alterations”) or any portion thereof withouthowever, in each instancethat Tenant may make purely decorative changes such as painting and installation of partitions and carpeting without Landlord’s consent, but upon notice to Landlord. Subject to the prior written consent of Landlord which consentLandlord, as not to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding withheld or delayed and to the preceding sentenceprovisions of this Article, Tenant at Tenant’s expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvements which do not affect utility services or plumbing and less than Fifty Thousand Dollars ($50,000.00) electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy interior of the “as built” plans covering such construction. Tenant, at its sole cost Demised Premises using licensed and expense, will make all Alterations on the Premises which may be necessary by the act reputable contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and mechanics first approved by Landlord, which approval shall not to be unreasonably withheld or delayed; (b) . Landlord shall not charge Tenant shall furnish to Landlord an estimate any fee or other charge for the supervision of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval Tenant’s initial improvements. Tenant shall not be unreasonably withheld responsible for Landlord’s security costs, during normal business hours, during the construction of Tenant’s initial improvements or delayed; initial alterations and for Tenant’s initial move into the Building. All labor employed by Tenant shall be harmonious and compatible with the labor employed by Landlord and other tenants in the Building, it being agreed that if such labor shall be incompatible, Tenant shall forthwith on Landlord’s demand withdraw such labor from the Demised Premises. Tenant may use its own contractor(s), subject to Landlord’s prior reasonable approval thereof, for performing any work in and to or from the Demised Premises. Tenant shall, at its expense, before making any alterations, additions, installations or improvements obtain all permits, approval and certificates required by any governmental or quasi-governmental bodies and (dupon completion) Tenant certificates of final approval thereof and shall either furnish to Landlord a bond in form deliver promptly duplicates of all such permits, approvals and substance satisfactory certificates to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all to carry and will cause Tenant’s contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial sub-contractors to carry such ▇▇▇▇▇▇▇’▇ compensation, general liability, worker’s compensation personal and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; insurance as Landlord may require. As a condition to Tenant performing any work or alterations in or to the Demised Premises and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationwork or alterations, Tenant shall provide furnish a contractor’s performance and payment bond guaranteeing lien free completion of the work or alterations and payment of obligations to its sub-contractors and suppliers. The amount, form and substance of such bond shall be reasonably acceptable to Landlord, providing for a direct right of action against the surety by a claimant, naming Landlord and its Superior Mortgagee as co-obligees, and shall be underwritten by a surety company authorized to do and doing business in the State of New York and with a written certification that “Best” rating of A, or better. Tenant shall not file any mechanic’s, laborer’s or materialman’s lien, or suffer or permit any such lien to be filed against the Alteration does not Demised Premises, including the Building or any part thereof by reason of work, labor, services, or materials requested and/or supplies claimed to have been requested by or on behalf of Tenant; and if such lien shall at any adverse environmental impact time be so filed, within thirty (30) days after said filing Tenant shall cause said lien to be canceled and discharged of record. To the extent Tenant fails to remove any mechanic’s, laborer’s or materialman’s lien filed against the Demised Premises, including the Building or any part thereof within the time period set forth above, the same shall be deemed a default hereunder entitling Landlord to all rights and remedies pursuant to law and this Lease including without limitation the right to arrange to bond or pay the amount of such claim upon which the lien is based and/or utilize the Security (as defined below) therefor and Tenant shall thereafter pay and be liable to Landlord for the amount so paid by Landlord, as additional rent, immediately upon demand, together with interest thereon at the highest rate permissible by law and all costs and expenses, including reasonable attorneys’ fees incurred by Landlord in procuring the discharge of such lien, shall be due and payable by Tenant to Landlord as additional rent upon demand of Landlord. The provisions of this paragraph shall survive the termination of this Lease. All fixtures and all paneling, partitions, equipment, railings and like installations, installed in the Demised Premises at any time, either by Tenant or by Landlord on Tenant’s behalf, shall be removed by Tenant on or prior to the Expiration Date. Landlord hereby requires Tenant, at Tenant’s expense, to remove all switching equipment and wiring and other equipment appurtenant thereto and the HVAC system prior to the expiration of this Lease. Notwithstanding anything contained herein to the contrary, the Improvements (as hereinafter defined) (i) are and remain the property of Landlord, (ii) shall be surrendered by Tenant together with the Demised Premises at the end of the term, in accordance with Article 24 hereof and in no event shall Tenant remove the Improvements. Upon Tenant’s removal of any furniture, fixtures, equipment and installations from the Demised Premises as aforesaid, Tenant shall immediately and at its expense, repair and restore the Demised Premises (and/or the Building, as the case may be) to the condition existing prior to installation and repair any damage to the Demised Premises or the Building due to such removal. All property to be removed by Tenant at the end of the term remaining in the Demised Premises after the Expiration Date shall be deemed abandoned and may, at the election of Landlord, either be retained as Landlord’s property or removed from the Demised Premises by Landlord, at Tenant’s expense. Commencing on the premisesfirst anniversary of the Commencement Date and continuing annually thereafter throughout the term of this Lease, Tenant shall submit to Landlord a structural inventory. Landlord shall also have the right, on an annual basis, to access the Demised Premises, subject to the provisions of Article 13 hereof, in order to review Tenant’s structural loading. Tenant has submitted all plans and specifications as Landlord shall require in connection with Tenant’s request for Landlord’s approval of the work Tenant requires to make to the Demised Premises suitable for its occupancy and use (“Initial Alteration Work”), and Landlord agrees to notify Tenant of its approval or disapproval within ten (10) business days of full execution hereof. All costs and expenses associated with the review of the Initial Alteration Work shall be paid by Tenant in accordance with the provisions of Article 43 of this lease. Subject to all applicable laws, and the provisions of this lease, Tenant may perform the Initial Alteration Work twenty four (24) hours per day, seven (7) days per week. Tenant shall be required to use the Building’s Class E System contractor for all interfacing with the fire detection system as well as the electrical contractor for work in the Demised Premises. With respect to any proposed work, Tenant shall, submit (a) “load letter” evidencing Tenant’s proposed floor and electrical loads and (b) final “as built” plans.

Alterations. Tenant Occupant shall not at make or allow any time during the Term alterations of this Lease make any openings in the roof kind or exterior walls of the Building or make any alteration, addition or improvement description whatsoever to the Premises (collectively, “Alterations”) or any portion thereof Storage Space without, in each instance, the prior written consent of Landlord the Owner HAZARDOUS AND TOXIC MATERIALS OR PROPANE TANKS PROHIBITED: Occupant is strictly prohibited from storing or using materials in the Storage Space or at the Facility classified as hazardous or toxic under any local, state or federal law or regulation, and from engaging in any activity which consentproduces such mate- rials or is unlawful. Occupant is strictly prohibited from storing any ammunition, as to non-structural gasoline, explosives, chemical agents and any items that may attract rodents or non-systems repairsother animals or insects, and Occupant shall not be unreasonably withheldstore any items which may create a noxious or strong odor. Notwithstanding Occupants obligation of indemnity as set forth below specifically includes any costs, expenses, fines or penalties imposed against the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the PremisesOwner, arising out of the storage or use of any hazardous or toxic material by Occupant, Occupants agents, employees, invitees or guests. Occupant agrees that Owner may enter the Storage Space at any time to remove and during dispose of prohibited items. Occupant agrees to not store any item that may have an odor that may be detected by any manager or other employee of Owner, outside of the Occupant’s unit. Occupant shall not use any combustible materials or tools, for example, but not limited to, welding equipment, nor shall Occupant store any chemicals of any type, whatsoever OWNERS RIGHT TO ENTER, INSPECT, REPAIR: Occupant shall grant Owner, Owner's Agents or the representatives of any governmental authority, including police and fire officials, access to the storage space upon 3 days' written notice to Occupant. In the event Occupant shall not grant access to the Storage Space as re- quired, or in the event of an emergency or upon default of any of Occupant's obligations under this RENTAL AGREEMENT, Owner, Owner's Agents or the repre- sentative of any governmental authority shall have the right, but not the obligation, to remove Occupant's lock and enter the Storage Space for the purpose of examining the Storage Space or for the purpose of making of repairs or alterations to the Storage Space and taking such Alterations. Any Alteration by Tenant hereunder shall other action as may be done in necessary or appropriate to preserve the Storage Space, and the Facility as a good and workmanlike manner in compliance whole, or to comply with any applicable governmental local, state or federal law, statuteor regulation governing hazardous or toxic substance, ordinance mate- rial or regulationwaste, or to enforce any of Owner’s rights. Upon completion In the event of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy damage or injury to the Storage Space or the Facility arising from the negligent or deliberate act or omissions of the “as built” plans covering such construction. TenantOccupant, at its sole cost and expenseor for which Occupant is otherwise responsible, will make all Alterations on the Premises which may be necessary expenses reasonably incurred by the act Owner to repair or neglect restore the Storage Space or the Facility including any expense incurred in connection with any investigation of site conditions, legal fees, or any other person cleanup, removal or corporation (public restoration work required by an applicable local, state or private)federal law or regulation or agency regulating any hazardous or toxic substance, except for Landlord, its agents, employees material or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectwaste, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified paid by the architect who prepared such plans Occupant as additional rent and specifications; (c) all contracts for any proposed work shall be submitted to and approved due upon demand by Landlordthe Owner . For the purpose of this paragraph, the term "emergency" means any sudden, unexpected occurrence or circumstance which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesdemands immediate action.

Alterations. Subsequent to the completion of any Landlord’s Work pursuant to Section 2, Tenant shall not at attach any time during fixtures, equipment or other items to the Term of this Lease make any openings in the roof Premises, or exterior walls of the Building paint or make any alterationother additions, addition changes, alterations, repairs or improvement improvements (collectively hereinafter “alterations”) to the Premises (collectivelyPremises, “Alterations”) Building or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations Property without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration which with respect to alterations to the Premises for which Landlord’s consent will not be unreasonably withheld, conditioned or delayed so long as Tenant is required shall be commenced by Tenant until Tenant has furnished not then in default of this Lease (beyond any applicable cure period). If Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage consents to any person or propertyalteration, on or off the Premises, arising out Landlord may post notices of and during the making of such Alterationsnonresponsibility in accordance with law. Any Alteration by alterations so made shall remain on and be surrendered with the Premises upon expiration or earlier termination of this Lease, except that Landlord may, but subject to the next grammatical sentence, within thirty (30) days before the expiration or earlier termination hereof elect in writing to require Tenant hereunder shall be done in a good and workmanlike manner in compliance with to remove any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. all alterations at Tenant, at its ’s sole cost and expense. At the time Tenant submits plans for requested alterations to Landlord for Landlord’s approval, Tenant may request Landlord to identify which alterations Landlord will require Tenant to remove at the termination of or expiration of this Lease, and Landlord shall make all Alterations on such identification simultaneous with its approval (if any) of the alterations. If Landlord elects to require removal of alterations, then at its own and sole cost Tenant shall restore the Premises which may be necessary by to substantially the act same the condition (reasonable wear and tear and damage from fire or neglect other insured casualty excepted) existing prior to the installation of any other person such alteration or corporation (public or private)improvement, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate before the last day of the cost of term. Notwithstanding anything contained in this Lease to the proposed workcontrary, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall not be required shall obtain commercial general liabilityfor (i) any interior decorative changes such as partitioning, workercarpeting, installation of shelves, painting, wallpapering, or for (ii) any non-structural alterations which do not affect the Building’s compensation structure or the Building Systems and such other liability insurance Equipment, provided, that any of the foregoing in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured either (i) or (ii) above do not require a building permit and providing liability coverage during all phases of construction includingdo not cost more than $10,000.00 in any one particular instance (collectively, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage“Cosmetic Alterations”). Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that at least fifteen (15) days advance notice of any proposed Cosmetic Alterations. Except as expressly set forth to the Alteration does not have any adverse environmental impact on contrary above, Tenant shall otherwise comply with the premisesprovisions of this Section 10 with respect to Cosmetic Alterations in the same manner as if they were alterations requiring Landlord’s consent hereunder.

Alterations. Except for any Permitted Alterations (as defined below), Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, improvements, or exterior walls of the Building or make any alteration, addition or improvement installations to the Premises (collectivelyPremises, “Alterations”) or attach any portion thereof withoutfixtures or equipment thereto, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) . Any request by Tenant to make any such alterations or additions shall furnish to Landlord an estimate of the cost of the proposed work, certified in each instance be accompanied by the architect who prepared such plans and specifications; (c) specifications for such alterations and additions in such detail as Landlord shall reasonably require and prepared by an architect/engineer designated by Landlord. Unless otherwise agreed, all contracts for any proposed work such approved alterations and other improvements shall be submitted made by Landlord at Tenant’s sole expense and shall become the property of Landlord and be surrendered with the Premises upon the expiration of this Lease. However, Landlord may, at Landlord’s option and by written notice at the time such alteration, improvement, decoration or furnishing is approved, require Tenant to remove any or all such alterations, improvements (other than the initial Tenant Improvements), decorations, and furnishings pursuant to this Article only, and repair any damage to the Premises resulting from such alterations, upon the expiration or earlier termination of this Lease. All construction work done by Tenant within the Premises shall be performed in good and workmanlike manner, in accordance with the plans and specifications approved by Landlord, which approval in compliance with all governmental requirements, and in such a manner as to cause a minimum of interference with other tenants in the Building. Tenant agrees to indemnify Landlord and hold Landlord harmless against any loss, liability or damage resulting from such work, and Tenant shall, if requested by Landlord, furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. Notwithstanding the foregoing, Tenant shall not be unreasonably withheld or delayed; and have the right to make non-structural, non-MEP (dmechanical, electrical, plumbing) alterations without the consent of Landlord (“Permitted Alterations”), so long as (i) Tenant shall either furnish notifies Landlord in writing of its intention to do such work at least ten (10) days prior to the initiation of such work, (ii) Tenant provides to Landlord a bond in form copy of plans and substance satisfactory specifications for such work, a construction schedule and a list of contractors and subcontractors, which shall be subject to Landlord’s reasonable approval, or (iii) such other security reasonably satisfactory alterations do not cause excessive loads on the Building and its systems and are not visible from the exterior of the Premises, and (iv) Tenant obtains and furnishes to Landlord to insure payment for required building permits and certificates of occupancy, if any are required. At the completion time of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityreview of Tenant’s plans and specifications for Permitted Alterations, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of will notify Tenant whether or not any construction activity, certificates of such insurance coverages shall Permitted Alterations must be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that removed at the Alteration does not have any adverse environmental impact on expiration or termination of the premisesTerm.

Alterations. 8.1 Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls of the Building or make any alteration, addition or improvement improvements to the Demised Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord, which Landlord may grant or deny in its sole discretion with respect to structural alterations, except for the installation of unattached, movable trade fixtures which consentmay be installed without drilling, as cutting or otherwise defacing the Demised Premises. Landlord shall not unreasonably withhold or delay its consent with respect to non-structural alterations. All alterations, additions, improvements and fixtures, except that any Alterations, fixtures or non-systems repairsany other property installed in the Demised Premises at the sole expense of Tenant and which can be removed without causing material damage to the Building, shall not remain upon and be unreasonably withheldsurrendered with the Demised Premises and become the property of Landlord at the termination of this Lease, unless Landlord requests their removal in which event Tenant shall remove the same and restore the Demised Premises to their original condition at Tenant's expense. Notwithstanding the preceding sentenceAny linoleum, Tenant carpeting or other floor covering which may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration be cemented or otherwise affixed to the floor of the [GRAPHIC OMITTED]Demised Premises for which Landlord’s consent is required a permanent fixture and shall become the property of the Landlord without credit or compensation to Tenant. 8.2 All construction work done by Tenant within the Demised Premises shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done performed in a good and workmanlike manner manner, in compliance with any applicable all governmental lawrequirements, statute, ordinance or regulation. Upon completion and the requirements of any Alteration by Tenant hereunder, Tenant shall furnish contract or deed or trust to which the Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by a party and in such manner as to cause a minimum of interference with other construction in progress and with the act transaction of business in the Building. Tenant agrees to indemnify Landlord and hold it harmless against any loss, liability or neglect of any other person or corporation (public or private)damage resulting from such work, except for Landlordand Tenant shall, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved if requested by Landlord, which approval shall not be unreasonably withheld furnish bond or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in against any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityloss, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesor damage.

Alterations. Tenant shall not at make no changes in or to demised premises of any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement nature without Owner's prior written consent. Subject to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as Owner and to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceprovisions of this articles, Tenant at Tenant's expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvement which are nonstructural and less than Fifty Thousand Dollars ($50,000.00) which do not affect utility services or plumbing and electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is interior of demised premises by using contractors or mechanics first approved by Owner. Tenant shall, before making any alterations, installations, additions or improvement, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall be commenced by deliver promptly duplicates of all such permits, approvals and certificates to Owner and Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable agrees to Landlordcarry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, evidencing workmen’s compensation coveragegeneral liability, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability personal and property damage insurance as Owner may require. If any mechanic's lien is filed against the demised premises, or the building of which the same forms a part, for work claimed to any person have done for, or propertymaterials furnished to, on Tenant, whether or off not done pursuant to this article, the Premises, arising out of and during the making of such Alterations. Any Alteration same shall be discharged by Tenant hereunder within ten days thereafter, at Tenant's expense, bu filling the bond required by law. All fixtures and all paneling, partitions, railing and installations, installed in the premises at any times, either by Tenant or by Owner in Tenant's behalf, shall, upon installations, become the property of Owner and shall remain upon and be surrendered with the demised premises unless Owner, by notice to Tenant no later then twenty days prior to the date fixed as the termination of this lease, elects to relinquish Owner's rights thereto and to have them removed by Tenant, in which event, the same shall be done removed from the premises by Tenant prior to the expirations of the lease, at Tenant's expense. Nothing in a good this article shall be construed to give Owner title to or to prevent Tenant's removal of trade fixtures, moveables office furniture and workmanlike manner in compliance with any applicable governmental lawequipment, statute, ordinance or regulation. Upon completion but upon removal of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy such from the premises or upon removal of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts installations as may be reasonably required requires by Landlord naming Landlord as an additional insured Owner. Tenant shall immediately and providing liability coverage during all phases of construction includingat its expense, without limitation: (a) contractor’s repair and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the premises to the commencement condition existing prior ro installation and repair any damage to the demised premises or the building due to such removal. All property permitted or required to be removed by Tenant at the end of any construction activity, certificates of such insurance coverages the term remaining in the premises after Tenant's removal shall be provided to Landlord. Before commencing any Alterationdeemed abandoned and may, Tenant shall provide Landlord with a written certification that at the Alteration does not have any adverse environmental impact on election of Owner, either be retained as Owner's property or may be removed from the premisespremises by Owner at Tenant's expense.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement to the Premises improvements (collectively, “Alterations”) in or any portion thereof withoutto the Demised Premises, in each instanceexcept pursuant to Exhibit “D”, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost which consent shall not be unreasonably withheld, delayed or conditioned. Tenant shall only utilize contractors reasonably approved by Landlord. Tenant shall, before making any Alterations, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall deliver promptly duplicates of all such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence permits, approvals and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing and Tenant agrees to carry, and to cause Tenant’s contractors and sub-contractors to carry such workmen’s compensation coveragecompensation, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability general liability, personal and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationinsurance as Landlord may reasonably require. Upon completion of any Alteration by Tenant hereunderAlterations, Tenant shall furnish deliver to Landlord with a copy one set of the “as as-built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor. All fixtures and all paneling, prepared partitions, and like Alterations (but not FF&E Work, including therein any racking or railing system installed by a licensed architectTenant which Tenant shall remove upon the expiration or earlier termination of the Lease), installed in the Demised Premises, either by Tenant or by Landlord on Tenant’s behalf, shall become the property of Landlord and shall remain upon and be submitted surrendered with the Demised Premises upon the expiration or earlier termination of the Lease, unless Landlord, by notice to Tenant given no later than 20 days prior to the Expiration Date of this Lease (or within 20 days after the earlier termination hereof), elects to have them removed by Tenant, in which event, the same (except for, Tenant’s Work, Landlord’s Work, done pursuant to Exhibit D, but including other Alterations [unless at the time of Tenant’s request for approval of installation, Landlord advises Tenant in writing that such Alterations need not be removed upon expiration or earlier termination of this Lease, and, if after Tenant’s written notice to Landlord to request such determination, if Landlord does not so advise Tenant of the requirement of removal of all or any of such Alterations, Tenant shall not be required to remove such Alterations at the expiration or earlier termination of this Lease], and approved furniture, fixtures and equipment installed by or for Tenant, in connection with Tenant’s occupancy of the Demised Premises) shall be removed from the Demised Premises by Tenant. Nothing in this section shall be construed to give Landlord title to or to prevent Tenant’s removal of trade fixtures, moveable office furniture and equipment, but upon removal of any such equipment and fixtures from the Demised Premises or upon removal of other installations as may be required by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish immediately and at its expense, repair and restore the Demised Premises to Landlord an estimate the condition existing prior to installation (subject to ordinary wear and tear) and repair any damage to the Demised Premises or the Property due to such removal. All property that was permitted or required to be removed by Tenant at the end of the cost of Term but which remains in the proposed work, certified by Demised Premises for 10 business days after Tenant vacates the architect who prepared such plans and specifications; (c) all contracts for any proposed work Demised Premises shall be submitted to deemed abandoned and approved by may, at the election of Landlord, which approval shall not either be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which retained as Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as property or may be reasonably required removed from the Demised Premises by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractorat Tenant’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesexpense.

Alterations. (a) Tenant may make, with respect to any Site, any non-structural alterations it may desire not exceeding the Annual Alteration Threshold in any 12-month period without Landlord’s prior written consent. Any alterations and additions (1) which will exceed the Annual Alteration Threshold or (2) is structural in nature, shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutrequire, in each instancecase, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided which consent shall not be unreasonably withheld, conditioned or delayed. Any improvements and alterations shall remain the total cost property of Tenant unless paid for by Landlord or purchased by Landlord as noted above as part of the Bowling Equipment; provided, however, such alterations and improvements (other than the Bowling Equipment) which are not removed by Tenant as the end of the Term shall become Landlord’s property at the expiration or earlier termination of the Lease without further act, deed or payment. All structural and non-structural Alteration alterations and additions (i) shall not adversely affect the value, use or operations of a Site for the Permitted Use, (ii) shall be completed in compliance with all laws, codes, rules, regulations and ordinances, and (iii) if performed without Landlord’s prior written consent, shall not adversely affect in any way the structural exterior or roof elements of the Premises (excluding installations installed upon the exterior and roof which do not adversely affect the structural or operating integrity of such item). Tenant shall give prior written notice of any structural alterations, additions or improvements to Landlord. At Landlord’s option, any improvement made without Landlord’s consent shall be removed and the area repaired at Tenant’s expense at the termination of the Term. (b) In no event shall Tenant be permitted to install underground storage tanks or fuel systems on the Premises, or any portion thereof, including at any Site. (c) All alterations, additions or improvements requiring Landlord’s consent, including pursuant to this paragraph 23 or paragraph 10 above, shall be made at Tenant’s sole cost and expense as follows: (i) Tenant shall submit to Landlord, for Landlord’s written approval, complete plans and specifications for all work to be done by Tenant. Such plans and specifications shall be prepared by the licensed architect(s) and engineer(s) approved in writing by Landlord, shall comply with all applicable codes, ordinances, rules and regulations, shall not adversely affect the structural elements of the Premises, shall be in a form sufficient to secure the approval of all government authorities with jurisdiction over the Premises, and shall be otherwise satisfactory to Landlord in Landlord’s reasonable discretion. (ii) Landlord shall notify Tenant in writing within thirty (30) calendar days whether Landlord approves, approves on condition that Tenant reverse the alteration at Tenant’s expense at the termination or expiration of this Lease, or disapproves such plans and specifications. Tenant may submit to Landlord revised plans and specifications for Landlord’s prior written approval, which approval shall not be withheld, conditioned or delayed if (a) the work to be done would not, in Landlord’s reasonable judgment, adversely affect the value, character, rentability or usefulness of the Premises or any part thereof, or (b) the work to be done shall be required by any Law (hereinafter defined). Tenant shall pay all costs, including the fees and expenses of the licensed architect(s) and engineer(s), in preparing such plans and specifications. (iii) All material mutual changes (other than field changes for which no change order is less than Twenty Thousand Dollars ($20,000.00) per occurrence proposed and less than Fifty Thousand Dollars ($50,000.00which will be reflected in the final “as built” plans) in the aggregate per plans and specifications approved by Landlord shall be subject to Landlord’s prior written approval (not to be unreasonably withheld, conditioned or delayed). If Tenant wishes to make such change in approved plans and specifications, Tenant shall have such architect(s) or engineer(s) prepare plans and specifications for such change and submit them to Landlord for Landlord’s written approval. Landlord shall notify Tenant in writing promptly (but in no event less than five (5) calendar yeardays) whether Landlord approves, approves on condition that Tenant reverse the alteration at Tenant’s expense at the termination or expiration of this Lease, or disapproves such change (and the reasons therefor). No Alteration Tenant may submit to Landlord revised plans and specifications for such change for Landlord’s written approval. After Landlord’s written approval of such change, such change shall become part of the plans and specifications approved by Landlord. (iv) Tenant shall obtain and comply with all building permits and other government permits and approvals required in connection with the work. Tenant shall, through Tenant’s licensed contractor, perform the work substantially in accordance with the plans and specifications approved in writing by Landlord. Tenant shall pay, as Additional Rent, the entire cost of all work (including the cost of all utilities, permits, fees, taxes, and property and liability insurance premiums in connection therewith) required to make the alterations, additions or improvements. Under no circumstances shall Landlord be liable to Tenant for any damage, loss, cost or expenses incurred by Tenant on account of any plans and specifications, contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work. (v) Tenant shall give at least ten (10) calendar days prior written notice to Landlord of the date on which construction of any work to be done by outside contractors which involves the roof, a structural element of the building, or otherwise requires Landlord’s approval or consent. Landlord shall have the right to post and keep posted on the Premises any notices that may be provided by law or which Landlord may deem to be proper for the protection of Landlord and the Premises, or any portion thereof, from liens, and to take any other action Landlord deems necessary to remove or discharge Liens at the expense of Tenant. (vi) All alterations, additions, improvements, and fixtures, whether temporary or permanent in character, made in or to the Premises for which by Tenant, shall become part of the Premises and Landlord’s consent is required property at the expiration or earlier termination of the Lease, except those which are readily removable without causing material damage to the Premises (which shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and remain the property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationTenant). Upon termination or expiration of this Lease, Tenant shall, at Tenant’s expense, remove all of Tenant’s Personal Property and, for any Site which Landlord has not Purchased the Bowling Equipment, such Bowling Equipment, from the Premises (but not the Improvements) and repair all damage caused by such removal and restore the Premises to the condition required by this Lease. Termination of this Lease shall not affect the obligations of Tenant pursuant to this paragraph 23(c) to be performed after such termination. (vii) Promptly following the completion of any Alteration by Tenant hereunderalteration, addition, or improvement to the Premises requiring consent, Tenant shall furnish Landlord with a copy in electronic form acceptable to Landlord of the complete plans and specifications for such work (including, if available, so-called “as as-built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises).

Alterations. Tenant Subtenant shall not at make or permit to be made, any time during improvements. additions, or alterations, painting, carpeting or decorations, structural or otherwise, in or to the Term of this Lease make any openings in the roof Sublease Premises or exterior walls of the Building or make any alteration, addition or improvement to the Premises without (collectively, “Alterations”i) or any portion thereof without, in each instance, obtaining the prior written consent of Landlord Sublandlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, conditioned or delayed (provided the total cost of that no such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required for minor alterations that are not structural in nature, including painting, carpeting or decorations), (ii) obtaining the prior written consent of Prime Landlord, such consent to be granted or withheld by Prime Landlord in accordance with the terms of the Prime Lease, and (iii) complying with all the terms and conditions of the Prime Lease related thereto, including without limitation payment of its contractors and obtaining final lien waivers from all contractors. Subtenant shall obtain commercial general liabilitypromptly provide Sublandlord all municipal approvals and any documentation approved by Prime Landlord related to any such improvements, workeradditions or alterations. Additionally, in connection with the undertaking of any such work by Subtenant in the Sublease Premises, (y) Subtenant’s compensation contractors shall comply with any and all rules and regulations with respect thereto promulgated by Sublandlord or Prime Landlord, and (z) Subtenant shall be responsible for any related payments to the Prime Landlord required under the Prime Lease for such other liability insurance in such amounts improvements, additions or alterations. Except as may be reasonably required prohibited by Landlord naming Landlord as an additional insured law, Subtenant shall indemnify Sublandlord and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior hold it harmless from any injury to the commencement Sublease Premises or the Building or loss of life or injury to persons or property in or around the Sublease Premises or the Building resulting from such early occupancy by Subtenant and its contractors. In any construction activityinstance where Sublandlord’s consent or approval is required with respect to Alterations, certificates of such insurance coverages that consent or approval shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide deemed given if the Prime Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premiseshas given its consent or approval.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease make Lease; provided, however, Landlord may require Tenant to remove any openings in or all alterations at the roof or exterior walls end of the Building Term of this Lease. If Tenant fails to remove by the expiration or make any alterationearlier termination of this Lease all of its personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days" prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys" fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant No Alterations, as defined below, shall not at any time during the Term of this Lease make any openings be made in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Demised Premises (collectively, “Alterations”) or any portion thereof without, in each instance, by Tenant without the prior written consent of Landlord, which may be withheld at ▇▇▇▇▇▇▇▇’s sole discretion. Tenant shall have the right to install all furniture, furnishings and equipment necessary or desirable for the conduct of ▇▇▇▇▇▇’s operations, all at no cost to Landlord. Any leasehold improvements, furnishings and equipment installed on the Demised Premises shall be maintained by Tenant, at Tenant’s expense, in good condition and repair. All remodeling, additions, alterations, changes, partitions, and installations of leasehold 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 Landlord. No installation of, repair to, or other activity concerning equipment within or other Alterations made to the Demised Premises shall: (i) adversely affect the structural integrity of the Building; (ii) impair or affect 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 or unreasonably burden heating, air conditioning and other mechanical facilities or equipment; or (vi) otherwise affect the Building or Demised Premises in any materially adverse way. Any personal property and unattached equipment installed by Tenant may be removed at the termination of this Lease, provided that Tenant shall repair any damage caused to the Demised Premises by such removal. Any personal property and unattached equipment remaining in the Building or on the Demised Premises upon termination of this Lease shall, if not removed within ten (10) days after written demand from Landlord which consentto Tenant to remove the same, at ▇▇▇▇▇▇▇▇’s option in its sole discretion, become the property of Landlord, and Landlord may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Tenant. Upon request by Landlord, Tenant shall submit to Landlord detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications comply with all federal, state and local statutes, regulations, ordinances or laws. Landlord reserves the right, along with any architects or other consultants retained by Landlord to inspect any completed Alterations, and, if Alterations are not in compliance with any laws and regulations, Tenant shall, at Tenant’s cost, make such modification or alteration to the completed Alterations as shall be required to non-structural bring the same in compliance. ▇▇▇▇▇▇▇▇’s consent to the plans and specifications, or non-systems repairsany work proposed or completed by ▇▇▇▇▇▇, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with deemed a satisfactory certificate representation or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in affirmation regarding compliance with any applicable governmental law, statute, ordinance such laws or regulationregarding the suitability of such Alterations for Tenant’s intended purposes. Upon completion of In any Alteration by Tenant hereunderevent, Tenant shall furnish Landlord with a copy not remove any leasehold improvements and shall surrender the Demised Premises at the end of the “as built” plans covering such construction. TenantDemised Term in good condition and repair, at its sole cost ordinary wear and expense, will make all Alterations on the Premises which may be necessary tear and damage by the act casualty or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisescondemnation excepted.

Alterations. Tenant shall not at any time during (a) Subject to the Term rights of this Lease Comenity to make any openings in alterations pursuant to the roof or exterior walls terms of the Building or make any alterationComenity Lease without the prior consent of Borrower, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the Borrower shall obtain Lender’s prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with alterations to any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordImprovements, which approval consent shall not be unreasonably withheld or delayed; delayed except with respect to alterations that may have a material adverse effect on Borrower’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 to be undertaken by Borrower that will not have a material adverse effect on Borrower’s financial condition, the value of the Property or the Property’s 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 on or before the date hereof, or any Lease executed after the date hereof for which Lender’s approval was given, (b) Tenant shall furnish tenant improvement work performed pursuant to Landlord an estimate 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 cost exterior of the proposed workany building constituting a part of any Improvements, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to alterations performed in connection with the Restoration of the Property after the occurrence of a Casualty or Condemnation in accordance with the terms and approved by Landlordprovisions of this Agreement, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond any alteration which costs less than the Threshold Amount (in form and substance satisfactory to Landlordthe aggregate for all current alterations at the Property), or such other security reasonably satisfactory to Landlord to insure payment for provided that, in all of the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: foregoing clauses (a) contractorthrough (d), Borrower complies with the Alteration Conditions. If the total unpaid amounts due and payable by Borrower with respect to alterations to the Improvements at the Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) shall at any time exceed the Threshold Amount, Borrower shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and owners protection; that, at Lender’s option, 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 to any Securities or any class thereof in connection with any Securitization or (D) a completion bond or an irrevocable letter of credit (payable on sight draft only) 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 acceptable to Lender and that, at Lender’s option, 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 to any Securities or class thereof in connection with any Securitization. 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) blanket contractual liability coverage; (c) broad form property damage insurance; Borrower shall not waive any material terms, covenants and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior conditions contained in any Major Tenant Lease upon the part of the Tenant thereunder to the commencement of be observed or performed in connection with any construction activity, certificates of alterations to be performed by any Tenant under any such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Major Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesLease.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls The following is hereby added to Section 11(b) of the Building Original Lease: “Landlord shall have the right of written consent, not to be unreasonably withheld, conditioned or make any alterationdelayed, addition for all plans and specifications for the proposed alterations or improvement to improvements (the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and during the making time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord’s consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable laws. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant’s obligations under this Section, nor constitute any warranty or representation that the same complies with all applicable laws, for which Tenant shall at all times be solely responsible. Tenant shall pay Landlord a construction supervision fee of five percent (5%) of the cost of the Alterations as Additional Rent hereunder. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that, subject to the terms below, Landlord may, at Landlord’s option, require that Tenant, at Tenant’s expense, remove any or all Alterations made by Tenant and restore the Premises by the expiration or earlier termination of this Lease, to their condition existing prior to the construction of any such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with In any applicable governmental lawevent, statuteTenant, ordinance or regulation. Upon completion of any Alteration by Tenant hereundernot Landlord, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make remove all cabling and wiring installed by or on behalf of Tenant at or servicing the Premises. All such removals and restoration shall be accomplished in a first-class and good and workmanlike manner so as not to cause any damage to the Premises or Project whatsoever. If Tenant fails to remove such Alterations or Tenant’s trade fixtures or furniture or other personal property, Landlord may keep and use them or remove any of them and cause them to be stored or sold in accordance with applicable law, at Tenant’s sole expense. In addition to and wholly apart from Tenant’s obligation to pay Tenant’s Pro Rata Share of Operating Expenses, Tenant shall be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on the Premises which may be necessary by value of Alterations within the act Premises, and on Tenant’s interest pursuant to this Lease, or neglect any increase in any of the foregoing based on such Alterations. To the extent that any other person such taxes are not separately assessed or corporation (public or private)billed to Tenant, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, Tenant shall be submitted pay the amount thereof as invoiced to and approved Tenant by Landlord. Notwithstanding anything to the contrary contained herein, which approval shall not be unreasonably withheld or delayed; so long as Tenant’s written request for consent for a proposed Alteration (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior , the initial Tenant Alterations made to the commencement of Expansion Space) contains the following statement in large, bold and capped font “PURSUANT TO SECTION 11 OF THE LEASE, IF LANDLORD CONSENTS TO THE SUBJECT ALTERATION, LANDLORD SHALL NOTIFY TENANT IN WRITING WHETHER OR NOT LANDLORD WILL REQUIRE SUCH ALTERATION TO BE REMOVED AT THE EXPIRATION OR EARLIER TERMINATION OF THE LEASE.”, at the time Landlord gives its consent for any construction activityAlterations, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationif it so does, Tenant shall provide also be notified whether or not Landlord will require that such Alterations be removed upon the expiration or earlier termination of this Lease. If Tenant’s written notice strictly complies with a written certification the foregoing and if Landlord fails to notify Tenant within twenty (20) days whether Tenant shall be required to remove the subject Alterations at the expiration or earlier termination of this Lease, it shall be assumed that with respect to Tenant’s obligation to remove the Alteration does subject Alterations, Landlord shall not have any adverse environmental impact on require the premisesremoval of the subject Alterations.”

Alterations. Tenant shall not make, or suffer to be made, any ----------- alterations, improvements or additions in, on, about or to the Premises or any part thereof, without the prior written consent of Landlord (which shall not be unreasonably withheld or delayed) and without a valid building permit issued by the appropriate governmental authority. As a condition to giving such consent, Landlord may require that Tenant agree to remove any such alterations, improvements or additions at any time during the Term termination of this Lease make Lease, and to restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any openings in the roof such alteration, improvement or exterior walls of the Building or make addition, any alteration, addition or improvement to the Premises, except movable furniture and trade fixtures not affixed to the Premises, shall become the property of Landlord upon termination of the Lease and shall remain upon and be surrendered with the Premises at the termination of this Lease. Without limiting the generality of the foregoing, all heating, lighting, electrical (collectivelyincluding all wiring, “Alterations”) conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, drapery, and carpet installations made by Tenant regardless of how affixed to the Premises, together with all other additions, alterations and improvements that have become an integral part of the Building, shall be and become the property of the Landlord upon termination of the Lease, and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of this Lease. If, during the Term hereof, any alteration, addition or change of any sort to all or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic agency, Tenant shall furnish Landlord with a copy of promptly make the “as built” plans covering such construction. Tenant, same at its sole cost and expense. If during the Term hereof, will make all Alterations on any alteration, addition, or change to the Premises which may be necessary Outside Area is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)agency, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans Landlord shall make the same and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed worksuch alteration, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work addition or change shall be submitted to a Outside Area Charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish pay said cost to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesParagraph 12 above.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”a) or any portion thereof without, in each instance, With the prior written consent of Landlord, Tenant may from time to time, at its sole cost and expense and after giving Landlord copies of all architectural plans and specifications and related governmental permits, make alterations, replacements, additions, changes, and improvements (collectively referred to in this Article as “Alterations”) in and to the interior of the Leased Premises as it may find necessary or convenient for operating the Leased Premises for the Permitted Use. Landlord may condition such consent as Landlord reasonably determines, including, without limitation, a condition requiring Tenant to remove any such Alteration upon the expiration or termination of the Lease Term and restoring the Leased Premises to the condition which consentexisted on the date Tenant took possession, as subject to non-structural normal wear and tear. Landlord shall give Tenant notice at the time of granting any such consent indicating whether Landlord will require Tenant to remove any such Alteration upon the expiration or non-systems repairs, shall not be unreasonably withheldtermination of the Lease Term. Notwithstanding the preceding sentenceforegoing, Tenant shall be permitted, without Landlord’s consent, to make alterations of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpet, so long as such alterations (i) are not visible from the exterior of the Leased Premises and (ii) do not affect the walls or windows (other that Landlord approved window coverings) of the Leased Premises; the roof, subfloor or any other structural element of the Building; or the mechanical, electrical, plumbing, heating, ventilating, air-conditioning and fire protection systems of the Building, subject, however, to the right of Landlord to request that Tenant, at Tenant’s sole cost and expense, to remove any of such alterations upon the expiration or earlier termination of this Lease. (b) All Alterations made on the Leased Premises shall become the property of Landlord at the expiration or termination of the Lease Term and shall be surrendered with the Leased Premises. Notwithstanding the foregoing, so long as Tenant is not in default under this Lease at the time of such expiration or termination, Tenant may make non-structural Alterations remove its trade fixtures (including, without obtaining Landlord’s prior written consentlimitation, provided data cabling) from the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration Leased Premises, subject, however to the Premises for which Landlord’s consent is required shall be commenced obligation of Tenant to repair any damage by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion its removal of any Alteration by Tenant hereundersuch trade fixtures, which obligation shall survive such expiration or termination. (c) Notwithstanding anything contained herein to the contrary, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make all Alterations any non-structural Alteration to or on the Premises which Leased Premises, or any part thereof that may be necessary or required by the act or neglect reason of any other person law, rule, regulation or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing order promulgated by any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and competent government authority. (d) Tenant shall either furnish make or cause to Landlord be made any Alteration promptly and in a bond good workmanlike manner, in form compliance with all applicable permits and substance satisfactory to Landlordauthorizations and building and zoning laws and all laws, in accordance with the orders, rules and regulations of the Board of Fire Insurance Underwriters and any other body hereafter exercising similar functions having or such other security reasonably satisfactory to asserting jurisdiction over the Lased Premises. (e) Tenant may contract with Landlord to insure payment complete construction of any Alteration and Landlord shall provide Tenant with a bid for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity cost thereof prepared by and for the benefit of Tenant for which Landlord’s consent shall be required shall construction contractor(s). Alternatively, Tenant may obtain commercial general liabilityadditional bids if it so chooses and engage its own contractor, workerprovided Landlord receives copies of the bids and approves Tenant’s compensation contractor and such other liability insurance proposed materials, in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction includingwriting, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of the work relating to such Alteration. Landlord shall not be responsible for the quality or nature of the work performed by any construction activity, certificates of such insurance coverages shall be provided to Landlordcontractor engaged by Tenant. Before commencing any Alteration, Tenant shall provide indemnify and hold Landlord with a written certification that harmless from and against any damage to the Alteration does not have Building, or any adverse environmental impact on other loss, cost, expense or other liability suffered by Landlord by reason of the premisesact or omission of any contractor so engaged by Tenant.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make all Alterations on remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Premises caused in connection with the removal of any items pursuant to this article and restore all damaged areas to a condition consistent with the surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000.00). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Premises certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. Except for any initial improvement of the Demised Premises pursuant to EXHIBIT "D", which shall be governed by the provisions of said EXHIBIT "D", Tenant shall not at make, suffer or permit to be made any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Demised Premises (collectively, “Alterations”) or any portion thereof withoutpart thereof, in each instanceor attach any fixtures or equipment thereto, the prior without first obtaining Landlord's written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed by Landlord. Notwithstanding Any such alterations, additions or improvements to the preceding sentenceDemised Premises consented to by Landlord shall be made by Landlord or under Landlord's supervision for Tenant's account and Tenant shall reimburse Landlord for all costs thereof (including construction coordination fees as set forth in EXHIBIT "D-1" if Landlord is coordinating the work or as set forth in EXHIBIT "D-2" if Tenant is coordinating the work), as Rent, within ten (10) days after receipt of a statement. This provision shall not apply to basic, non-material work within the Demised Premises, such as, by way of illustration but not limitation, picture hanging, furniture installation and the rearranging of offices within the Demised Premises, and Tenant may make non-structural Alterations cause such tasks to be performed without obtaining the prior consent of Landlord’s prior written consent. All such alterations, provided additions and improvements shall become Landlord's property at the total cost expiration or earlier termination of the Lease Term and shall remain on the Demised Premises without compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant remove such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations, additions and less than Fifty Thousand Dollars ($50,000.00) improvements, in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlordevent, evidencing workmen’s compensation coveragenotwithstanding any contrary provisions respecting such alterations, additions and insurance coverage improvements contained in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderArticle 32 hereof, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantpromptly restore, at its sole cost and expense, will make all Alterations on the Demised Premises which may be necessary by to its condition prior to the act or neglect installation of any other person or corporation such alterations, additions and improvements excepting only (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (ai) plans reasonable wear and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; tear and (dii) Tenant shall either furnish to Landlord a bond in form casualty damage and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisescondemnation.

Alterations. 8.01 Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any no decoration, alteration, addition or improvement to in the Premises (collectivelyPremises, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld, conditioned or delayed, and then only by contractors or mechanics and in such manner and time, and with such materials, as reasonably approved by Landlord. All alterations, additions or improvements to the Premises, including air-conditioning equipment and duct work, except movable office furniture and trade equipment installed at the expense of Tenant, shall, unless Landlord elects otherwise in writing, become the property of Landlord, and shall be surrendered with the Premises, at the expiration or sooner termination of the term of this Lease. Any such alterations, additions and improvements which Landlord shall designate shall be removed by Tenant and any damage repaired, at Tenant's expense, prior to the expiration of this Lease. Notwithstanding anything contained herein to the preceding sentencecontrary, Tenant may make non-structural Alterations without obtaining shall not be required to obtain Landlord’s 's prior written consentconsent or approval for any nonstructural, provided purely decorative, interior improvements to the total cost Premises (including painting, carpeting or the installation of such non-structural Alteration is less than Twenty Thousand Dollars wall coverings) provided, however that said improvements do not consist of changes or modifications to any Building plumbing, electrical, air conditioning or other Building wide systems. 8.02 Anything hereinabove to the contrary notwithstanding, Landlord will not unreasonably withhold or delay approval of written requests of Tenant to make nonstructural interior alterations, decorations, additions and improvements ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00herein referred to as "Alterations") in the aggregate per calendar yearPremises, provided that such Alterations do not affect utility services or plumbing and electrical lines or other systems of the Building and do not affect and are not visible from any portion of the Building outside of the Premises. No Alteration All Alterations shall be performed in accordance with the following conditions: (i) Prior to the commencement of any Alterations costing more than $15,000.00, Tenant shall first submit to Landlord for its approval detailed dimensioned coordinated plans and specifications, including layout, architectural, mechanical, electrical, plumbing and structural drawings for each proposed Alteration. Landlord shall be given, in writing, a good description of all other Alterations. (ii) All Alterations in and to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done performed in a good and workmanlike manner and in accordance with the Building's rules and regulations governing Tenant Alterations. Prior to the commencement of any such Alterations, Tenant shall, at its sole cost and expense, obtain and exhibit to Landlord any governmental permit required in connection with such Alterations. In order to compensate Landlord for its general conditions and the costs incurred by Landlord in connection with Tenant's performance of Alterations in and/or to the Premises (including, without limitation, the costs incurred by Landlord in connection with the coordination of Alterations which may affect systems or services of the Building or portions of the Building outside of the Premises), Tenant shall pay to Landlord a fee equal to five (5%) percent of the cost of such Alterations. Such fee shall be paid by Tenant as Additional Rent hereunder within ten (10) days following receipt of an invoice therefor. (iii) All Alterations shall be done in compliance with all other applicable provisions of this Lease and with all applicable laws, ordinances, directions, rules and regulations of governmental authorities having jurisdiction, including, without limitation, the Americans with Disabilities Act of 1990 and New York City Local Law No. 57/87 and similar present or future laws, and regulations issued pursuant thereto, and also New York City Local Law No. 76 and similar present or future laws, and regulations issued pursuant thereto, on abatement, storage, transportation and disposal of asbestos and other hazardous materials, which work, if required, shall be effected at Tenant's sole cost and expense, by contractors and consultants approved by Landlord and in strict compliance with the aforesaid rules and regulations and with Landlord's rules and regulations thereon. (iv) All work shall be performed by duly licensed and insured professionals whose presence at the Premises or the Building will not result in any applicable governmental lawlabor unrest, statutedispute, ordinance slowdown, strike or regulationdisharmony whatsoever by labor rendering or scheduled to render services at or within, or delivering goods or materials to the Building, in which event Tenant shall immediately and permanently cease its use of the professional(s) whose presence at the Premises or the Building was the basis for such unrest, slowdown or strike. Upon completion Notwithstanding anything contained herein to the contrary, if the use by Tenant of any Alteration contractor, subcontractor, vendor, supplier or any other party causes or threatens to cause or create any work stoppage, picketing, labor disruption, dispute or disharmony of any nature whatsoever, Tenant shall immediately discontinue the use of such party and take such other remedial measures as may be necessary in order to restore labor harmony. (v) Tenant shall keep the Building and the Premises free and clear of all liens for any work or material claimed to have been furnished to Tenant or to the Premises. (vi) Prior to the commencement of any work by Tenant hereunderor for Tenant, Tenant shall furnish to Landlord with a copy certificates evidencing the existence of the “following insurance: (a) Workmen's compensation insurance covering all persons employed for such work and with respect to whom death or bodily injury claims could be asserted against Landlord, Tenant or the Premises. (b) Broad form general liability insurance written on an occurrence basis naming Tenant as built” plans covering an insured and naming Landlord and its designees as additional insureds, with limits of not less than $3,000,000 combined single limit for personal injury in any one occurrence, and with limits of not less than $500,000 for property damage (the foregoing limits may be revised from time to time by Landlord to such constructionhigher limits as Landlord from time to time reasonably requires). Tenant, at its sole cost and expense, will make shall cause all Alterations on such insurance to be maintained at all time when the Premises which may work to be necessary performed for or by Tenant is in progress. All such insurance shall be obtained from a company authorized to do business in New York and shall provide that it cannot be canceled without thirty (30) days prior written notice to Landlord. All polices, or certificates therefor, issued by the act insurer and bearing notations evidencing the payment of premiums, shall be delivered to Landlord. Blanket coverage shall be acceptable, provided that coverage meeting the requirements of this paragraph is assigned to Tenant's location at the Premises. (vii) In granting its consent to any Alterations, Landlord may impose such conditions as to guarantee of completion (including, without limitation, requiring Tenant to temporarily post additional security or neglect a bond to insure the completion of any other person such Alterations, payment, restoration or corporation (public or privateotherwise), except for as Landlord may reasonably require. (viii) All work to be performed by Tenant shall be done in a manner which will not interfere with or disturb other tenants and occupants of the Building. (ix) The review and/or approval by Landlord, its agents, employees consultants and/or contractors, of any Alteration or contractors. Before commencing any Alterations (a) of plans and specifications therefortherefor and the coordination of such Alteration work with the Building, prepared by a licensed architectas described in part above, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and are solely for the benefit of Landlord, and neither Landlord nor any of its agents, consultants or contractors shall have any duty toward Tenant; nor shall Landlord or any of its agents, consultants and/or contractors be deemed to have made any representation or warranty to Tenant, or have any liability with respect to the safety, adequacy, correctness, efficiency or compliance with laws of any plans and specifications, Alterations or any other matter relating thereto. (x) Promptly following the substantial completion of any Alterations, Tenant for which shall submit to Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s one (1) sepia and owners protection; one (1) copy on floppy disk (using a current version of Autocad or such other similar software as is then commonly in use) of final, "as-built" plans for the Premises showing all such Alterations and demonstrating that such Alterations were performed substantially in accordance with plans and specifications first approved by Landlord and (b) blanket contractual liability coveragean itemization of Tenant's total construction costs, detailed by contractor, subcontractors, vendors and materialmen; (c) broad form property damage insurancebills, receipts, lien waivers and releases from all contractors, subcontractors, vendors and materialmen; architects' and (d) statutory worker’s compensation coverage Tenant's certification of completion, payment and employer’s liability coverage. Prior to the commencement acceptance, and all governmental approvals and confirmations of any construction activity, certificates of completion for such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesAlterations.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make permit to be made any alteration, addition modification, substitution or improvement other change of any nature to the mechanical, electrical, plumbing, HVAC, and sprinkler systems within or serving the Leased Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding Tenant shall not make or permit any other improvements, alterations, fixed decorations, substitutions, or modifications, structural or otherwise, to the preceding sentence, Tenant may make non-structural Alterations Leased Premises or the Office Building ("Alterations") without obtaining Landlord’s the prior written consentconsent of Landlord, provided any such consent to also include the total cost conditions under which the Alterations may be made. Alterations shall include, but not be limited to, the installation or modification of carpeting, walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window, and wall covering. All such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required Alterations shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. made at Tenant, at its 's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and subcontractors approved by Landlord, which approval shall not be unreasonably withheld and only after (i) Landlord (or delayed; Tenant) has obtained, on behalf of Tenant, any necessary permits from governmental authorities and (bii) Tenant shall furnish has submitted complete plans and specifications to Landlord an estimate with respect to the Alterations and Landlord has approved them. Landlord shall, at 3% of the improvement's cost expense, supervise the making of any Alterations by Tenant. If any mechanic's lien is filed against the Leased Premises of the Office Building for work or materials furnished to Tenant, the lien shall be discharged by Tenant within ten (10) days thereafter, solely at Tenant's expense, by either paying off or bonding the lien. Should Tenant fail to discharge any lien with ten (10) days of its filing, Landlord shall have the right, but not the obligation, to discharge the lien at Tenant's expense. Tenant shall indemnify and hold Landlord harmless from all expenses (including attorneys' fees), liens, claims, or damage to persons, property, or the Office Building, which may arise from the making of any Alterations. Any Alterations made without the prior consent of Landlord may be corrected or removed by Landlord subject to Landlord providing tenant 30 days prior written notice of such planned action, and Tenant shall, on demand, pay the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for removal as Additional Rent. The work relating to any proposed work shall be submitted to and approved by Landlord, which approval Alterations shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordinterfere with, or such cause annoyance to, any other security reasonably satisfactory to Landlord to insure payment for tenants of the completion Office Building or disrupt any access to, or use of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesCommon Areas.

Alterations. Tenant Lessee shall not at make or allow to be made any time during the Term of this Lease make any openings alterations, installations, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyPremises, “Alterations”) or any portion thereof withoutplace safes, in each instancevaults, or other heavy furniture or equipment within the prior written consent of Landlord which consentPremises, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining LandlordLessor’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; provided, however, Lessee shall have the right, without Lessor’s consent, to construct additional or alternate facilities in the Premises for housing Lessee’s ATMs (b) Tenant shall furnish whether now located in the Premises or not), as deemed reasonably necessary by Lessee. Lessor consents to Landlord an estimate the presence of all safes, vaults, heavy furniture and equipment which is situated on or in the cost of Premises on the proposed workCommencement Date. All alterations, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlordinstallations, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordadditions, or such improvements, other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilitythan movable furniture, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction movable equipment (including, without limitation: (a) contractorlimitation Lessee’s ATMs), other personal property and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior movable trade fixtures, made by Lessee to the commencement Premises shall remain upon and be surrendered with the Premises and become the property of any construction activityLessor at the expiration or termination of this Lease or the termination of Lessee’s right to possession of the Premises. Lessee, certificates at its sole cost and, on or before the expiration or termination of this Lease, shall remove all of Lessee’s property from the Premises and repair all damage caused by such insurance coverages removal. All such removal of Lessee’s property shall be provided completed promptly and in a good and workmanlike manner and shall be performed in such a manner that no mechanic’s, materialman’s or other similar liens shall attach to LandlordLessee’s leasehold estate, and in no event shall Lessee permit, or be authorized to permit, any such liens or other claims to be asserted against Lessor or Lessor’s rights, estate, and interests with respect to the Premises or this Lease. Before commencing In the event Lessee fails to remove Lessee’s property on or before the expiration or termination of this Lease, the signs shall become the property of Lessor without any Alterationcredit or compensation to Lessee, Tenant and Lessor may, but is not obligated to, remove and store or dispose of the signs and Lessee shall provide Landlord be liable to Lessor for all costs incurred by Lessor in connection therewith. Lessee shall indemnify and hold Lessor harmless from all loss, damage, cost, expense, and liability in connection with a written certification that the Alteration does not have any adverse environmental impact on the premisessuch removal, storage, or disposal.

Alterations. Any alterations, additions or improvements permitted herein (except as otherwise provided in Section 1 above) shall be made at the expense of the Tenant. The Tenant shall not at any time during the Term of this Lease make any openings in the roof no structural or exterior walls of the Building (excluding any and all signage) alterations, additions or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval consent shall not be unreasonably withheld or delayed; (b) Tenant shall furnish . All alterations, additions, improvements, cabinetry or other fixtures made or attached to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity Premises by and for the benefit Tenant, including but not limited to, any and all subdividing partitions, walls or railings of whatever type, material or height (but excepting movable furniture and equipment and modular cabinetry paid for by Tenant for which Landlord’s consent and not permanently attached to the Premises) shall be required the property of the Landlord and shall obtain commercial general liabilityremain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of this Lease. The Landlord, worker’s compensation and however, reserves the right to require the Tenant to remove any paneling, decorations, partitions, walls or railings, floor coverings, booths, or fixtures installed by or at the request of the Tenant, by giving notice of such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior election to the commencement Tenant at any time not later than thirty (30) days prior to the expiration or earlier termination of any construction activitythe Lease; in which event the Tenant, certificates at the Tenant’s sole cost and expense, shall remove the property so specified on or before the date of expiration or earlier termination of this Lease, and shall promptly restore the Premises to their original condition, reasonable wear and tear, damage by reason of casualty or condemnation, and damages subject to the provisions of Section 9 hereof excepted; if Tenant fails to perform the necessary restorations within ten (10) days after removing the property, or if Tenant is in default under this Lease beyond applicable notice and cure periods, Landlord may undertake the restoration of the Premises to their original condition after the removal of the specified property, in which event Tenant shall promptly reimburse Landlord for the cost of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesrestoration.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement alterations to the Premises (collectivelyPremises, “Alterations”) or to the Project, including any portion thereof without, in each instance, changes to the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations existing landscaping without obtaining Landlord’s 's prior written consent. If Landlord gives its consent to such alterations Landlord may post notices in accordance with the laws of the state in which the premises are located. Any alterations made shall remain on and be surrendered with the Premises upon expiration or termination of this Lease, provided except that Landlord may, within 30 days before or 30 days after expiration of the total term, elect to require Tenant to remove any alterations which Tenant may have made to the premises. If Landlord so elects, at its own cost Tenant shall restore the Premises to the condition designated by Landlord in its election, before the last day of the term or within 30 days after notice of its election is given, whichever is later. Should Landlord consent in writing to Tenant's alteration of the Premises, Tenant shall contract with a contractor approved by Landlord for the construction of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations, shall secure ail appropriate governmental approvals and less than Fifty Thousand Dollars ($50,000.00) permits, and shall complete such alterations with due diligence in compliance, with plans and specifications approved by Landlord. All such construction shall be performed in a manner which will not interfere with the aggregate per calendar yearquiet enjoyment of other tenants of the Project. No Alteration to Tenant shall pay all costs for such construction and shall keep the Premises for and the Project free and clear of all mechanics' Dens which may result from construction by Tenant. If Landlord gives its consent, no such alterations will proceed without Landlord’s consent is required 's prior written approval of ▇▇▇▇▇▇'s contractor, which shall be commenced conditioned on proof of insurance by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, ▇▇▇▇▇▇'s contractor for public liability and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public automobile liability and property damage insurance with limits not less than $1,000,000/$250,000/$500,000 respectively endorsed to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming show Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s for worker's compensation as required and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; detailed and (d) statutory worker’s compensation coverage specifications for such work. Tenant will keep the Premises and employer’s liability coverage. Prior to the commencement Property free from any liens arising out of any construction activitywork performed, certificates materials furnished or obligations incurred by Tenant, its agents or contractors. ▇▇▇▇▇▇ agrees that should any lien be posted on the property due to work performed, materials furnished or obligations incurred by it, that it will immediately notify and proceed to remove such lien. Tenant further acknowledges that it will remain liable to Landlord and indemnify it for any costs or damages to Landlord or the property as a result of such insurance coverages shall liens. ▇▇▇▇▇▇▇▇ has the right to post and keep posted in the Premises and/or Property, any notices that may be provided by law or which landlord may deem to be proper for the protection of Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises and/or Property from such liens.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction of partitions or other obstruction which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in the roof any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. After the Commencement Date, Tenant shall not at any time during the Term of this Lease make any openings Alterations in, on or about the Premises, except for nonstructural Alterations not exceeding Ten Thousand Dollars ($10,000.00) in the roof or exterior walls of the Building or make any alterationcost per Alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord, and according to plans and specifications approved in writing by Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding the preceding sentenceforegoing Tenant shall not, Tenant may make non-structural Alterations without obtaining Landlord’s the prior written consentconsent of Landlord, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars make any ($20,000.00i) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration Alterations to the Premises for exterior of the Building; (ii) Alterations to and penetrations of the roof of the Building; and (iii) Alterations to the Outside Area, to which Landlord may withhold Landlord’s 's consent is required on wholly aesthetic grounds. All Alterations shall be commenced installed at Tenant's sole expense (except as otherwise provided in EXHIBIT B), in compliance --------- with all applicable Laws, by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlordlicensed contractor, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner conforming in compliance quality and design with any applicable governmental lawthe Premises existing as of the Commencement Date, statute, ordinance or regulationand shall not diminish the value of the Premises. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish give Landlord with a copy written notice of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations 's intention to perform work on the Premises which may be necessary by the act or neglect of any other person or corporation at least ten (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a10) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior days prior to the commencement of such work to enable Landlord to post and record a Notice of Nonresponsibility or other notice deemed proper before the commencement of any construction activitysuch work. If Landlord's consent is required for any Alteration, certificates Landlord shall notify Tenant in writing of its approval or disapproval thereof, specifying in reasonable detail the basis for disapproval, if applicable, within ten (10) business days after Landlord's receipt of reasonably detailed plans and specifications, if applicable, for the proposed Alterations. If Landlord fails to notify Tenant of approval or disapproval within such 10-day period, Tenant may again request approval of such insurance coverages Alterations in writing. If Landlord fails to notify Tenant of Landlord's approval or disapproval of such Alterations within five (5) business days after Landlord's receipt of Tenant's second notice, then Landlord shall be deemed to have approved the proposed Alterations as shown on the plans and specifications provided to Landlord. Before commencing Upon request, Landlord shall advise Tenant in writing whether Landlord reserves the right to require Tenant to remove any AlterationAlterations from the Premises upon termination of the Lease. If Landlord fails to require removal upon such request, Tenant shall provide Landlord not be required to remove such Alterations from the Premises. All Alterations and Tenant Improvements installed at Tenant's expense shall remain Tenant's property during the Term of this Lease and Tenant shall be entitled to all depreciation, amortization and other tax benefits with a written certification that respect thereto. Except for Alterations which cannot be removed without structural damage to the Alteration does not have Premises, Tenant may remove any adverse environmental impact on Alterations from the premisesPremises at any time provided Tenant repairs all damage caused by such removal. Notwithstanding any other provision of this Lease, Tenant shall be solely responsible for the maintenance and repair of any and all Alterations made by it to the Premises.

Alterations. Tenant Borrower shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the obtain Lender’s prior written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed, to any alterations to the Improvements that may have a material adverse effect on Borrower’s or Mortgage Borrower’s financial condition, the use, operation or value of any Individual Property, the Collateral, the Mezzanine A Collateral, any Mortgage Principal’s general partner interest in the related Mortgage Borrower Entity, any Mezzanine A Principal’s general partner interest in the related Mezzanine A Borrower Entity or the net operating income of any Individual Property or the Collateral (an “Alteration”), other than (a) tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof, or of any Lease executed subsequent to the date hereof if Lender shall have approved (or shall be deemed to have approved) such Lease pursuant to Section 5.1.17 hereof, (b) tenant improvement work performed pursuant to the terms and conditions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or (except in the case of customary tenant signage) the exterior of any building constituting a part of any Improvements, (c) alterations performed in connection with the restoration of an Individual Property after the occurrence of a casualty in accordance with the terms and conditions of this Agreement and the Mortgage Loan Documents or (d) the capital improvements identified in Schedule 5.1.20 annexed hereto. Any approval by Lender of the plans, specifications or working drawings for Alterations of any Individual Property shall not create responsibility or liability on behalf of Lender for their completeness, design, sufficiency or their compliance with Applicable Laws. Lender may condition any such approval upon receipt of a certificate of compliance with Applicable Laws from an independent architect, engineer, or other person reasonably acceptable to Lender. If the total unpaid amounts due and payable with respect to an Alteration to the Improvements of any Individual Property (other than such amounts to be paid or reimbursed by tenants under the Leases or Alterations not requiring approval under clauses (a) through (d) above) shall at any time exceed an amount equal to the lesser of (x) five percent (5%) of the Allocated Loan Amount for such Individual Property and (y) $2,500,000 (the “Threshold Amount”; and any such Alteration a “Material Alteration”), Borrower shall promptly deliver or cause to be delivered to Lender, (i) as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents, any of the following: (1) cash, (2) U.S. Obligations, (3) other securities having a rating reasonably acceptable to Lender or, if a Securitization has occurred, the applicable Rating Agencies have confirmed in writing that such securities delivered will not, in and of themselves, result in a downgrade, withdrawal or qualification of the initial, or if higher, the then current ratings assigned in connection with such Securitization, (4) a completion bond and performance bond or (5) a Letter of Credit (the security described in clauses (1) through (5) above being sometimes referred to hereinafter, collectively, as the “Material Alteration Security”), and (ii) if a Securitization has occurred, written confirmation from the applicable Rating Agencies that any such Material Alteration shall not result in the downgrade, withdrawal or qualification of the initial, or, if higher, the current ratings assigned to the Securities in connection with a Securitization. The Material Alteration Security shall be in an amount equal to the excess of (x) the total unpaid amounts with respect to Material Alterations to the Improvements (other than such amounts to be paid or reimbursed by Tenants under Leases or to be paid from Reserve Funds or Alterations not requiring approval under clauses (a) through (d) above) over (y) the Threshold Amount. Upon Borrower’s request therefor, Lender shall disburse any Material Alteration Security that is cash to Borrower to pay for Material Alterations or permit Borrower to partially reduce any non-cash Material Alteration Security for work completed and paid for with respect to Material Alterations from time to time, subject to the same conditions to the release and disbursement of Required Repair Funds. Provided that no Event of Default then exists, upon completion of the Material Alteration, as determined by Lender in its reasonable discretion, Lender shall cancel the Material Alteration Security or disburse or return to Borrower the Material Alteration Security, as applicable. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentBorrower shall be relieved of its obligation to deposit the security for certain alterations described above if either (A) Mortgage Borrower is required to and does deliver such security to Mortgage Lender in accordance with the Mortgage Loan Documents or (B) Mezzanine A Borrower is required to and does deliver such security to Mezzanine A Lender in accordance with the Mezzanine A Loan Documents, provided and in any such case Lender has received evidence reasonably acceptable to Lender of the total cost delivery of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessecurity.

Alterations. Tenant Subject to obtaining all applicable governmental permits and approvals, and the consents of Master Sublandlord and Master Landlord, Subtenant shall not have the right, at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationSubtenant's sole cost and expense, addition or improvement to upgrade to the Premises primary building lobby and an upgrade the first floor "break area" by constructing a kitchen according to the preliminary plans attached hereto as Exhibit F (collectivelythe "Initial Alterations"). Prior to beginning the Initial Alterations, “Alterations”) or any portion thereof withoutSubtenant shall submit detailed, in each instance, the prior written consent final plans to Sublandlord for Sublandlord's review and approval. Sublandlord's approval of Landlord which consent, as to non-structural or non-systems repairs, such plans shall not be unreasonably withheld, and if Sublandlord consents thereto, Sublandlord shall use reasonable efforts to obtain the consent of Master Sublandlord and Master Landlord. If the Initial Alterations by Subtenant are permitted or consented to as aforesaid, Subtenant shall comply with all of the covenants of Sublandlord contained in the Master Sublease pertaining to the performance of such alterations. In addition, Subtenant shall indemnify, defend and hold harmless Sublandlord against liability, loss, cost, damage, liens and expense imposed on Sublandlord arising out of the performance of Alterations by Subtenant. Notwithstanding the preceding sentenceforegoing, Tenant may Subtenant shall not make non-structural Alterations any alterations in or additions to the Sublease Premises if to do so would constitute a default under the Master Sublease or the Master Lease. Subtenant shall make no other alterations or improvements to the Sublease Premises ("Alterations") without obtaining Landlord’s the prior written consent, provided the total cost approval of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordSublandlord, which approval shall not be unreasonably withheld withheld, conditioned or delayed; delayed (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to delivered or withheld within fifteen (15) days after request therefor), and approved by Landlord, which the approval shall not be unreasonably withheld or delayed; of Master Landlord and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesMaster Sublandlord.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at the end of the Term o/ this Lease; provided, however, Landlord may require Tenant to remove any time during or all alterations at the end of the Term of this Lease. If Tenant fails to remove by the expiration or earlier termination of this Lease make any openings in the roof or exterior walls all of the Building or make any alterationits personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant Landlord shall not at any time during make the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement initial improvements to the Premises (collectively, the “AlterationsLandlord’s Work”) in accordance with the terms and conditions contained in the work letter, plans and construction estimate set forth in Exhibit D (the “Work Letter”). The patties agree that Landlord is responsible to pay One Hundred Seventy Five Thousand & 00/100 ($175,000.00) Dollars toward the cost of Landlord’s Work, and that Tenant shall pay the cost of Landlord’s Work in excess of this sum to the contractor prior to Landlord’s payment of the above sum. Other than for the Landlord’s Work, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate or paint the Premises or any portion part thereof withoutexcept as otherwise expressly provided herein or agreed upon in writing by Landlord, in each instanceand the patties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises, the prior written consent of Landlord’s Premises or the Property except as specifically herein set forth in writing and Tenant shall accept the Premises in their “AS-IS, WHERE IS” condition. Landlord which consentshall “Substantially Complete” the Landlord’s Work, as evidenced by delivery to non-structural or non-systems repairsTenant of a certificate executed by the Landlord certifying that the Landlord’s Work has been constructed in substantial accordance with Exhibit D and all Legal Requirements, shall not be unreasonably withheldby no later than the Scheduled Completion Date (as hereinafter defined). Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining in the event that Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary Work would have been Substantially Completed by the Scheduled Completion Date but for any act or neglect omission of Tenant or any other person or corporation (public or private)of its employees, except for Landlord, its agents, employees agents or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor, Tenant’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior changes to the commencement Work Letter or Tenant’s failure to complete any preparatory work which Tenant is responsible to perform (each, a “Tenant Delay”), the Commencement Date shall not be delayed by the term of any construction activity, certificates the Tenant Delay. By taking possession of such insurance coverages shall be provided to Landlord. Before commencing any Alterationthe Premises, Tenant shall provide be deemed to have accepted the Premises as being in good and satisfactory order, condition and repair for its intended use under this Lease except for that portion of the Premises that is within the area of the Landlord’s Work. “Substantial Completion” shall mean the stage when Landlord’s Work is reasonably complete to permit Tenant to install substantially all of its FF&E throughout the Premises, even though “punch list” items, or other items of construction which do not unreasonably interfere with Tenant’s ability to install its FF&E, are not yet completed. The “Scheduled Completion Date” shall be the date the contractor selected by the Landlord to perform the Landlord’s Work assures both Parties with a written certification reasonable certainty that he will complete the Alteration does not have any adverse environmental impact on Landlord’s Work after accounting for all reasonably foreseeable factors affecting the premisesconstruction.

Alterations. 9.1 Tenant shall not 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 to purchase the Furniture and Fixtures at any time during the end of the 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 applicable provisions of this Lease (including Articles IX, XIII and XIX). 9.2 Tenant shall not make or permit anyone to make any openings Alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the Building without the prior written consent of Landlord Landlord, which consentconsent 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, as to non-structural or non-systems repairs, and which consent shall not be unreasonably withheld, conditioned or delayed with respect to all other Alterations. Notwithstanding the preceding sentenceforegoing, Tenant may shall have the right to make nonCosmetic Changes within the Premises without requiring the consent of Landlord. All Alterations made by Tenant shall be made: (a) in a good, workerlike, first-structural Alterations without obtaining class and prompt manner; (b) using new or comparable materials only; (c) by a contractor reasonably approved in writing by Landlord; (d) on days and at times reasonably approved in writing by Landlord; (e) under the supervision of an architect reasonably approved in writing by Landlord; (f) in accordance with plans and specifications reasonably acceptable to Landlord, approved in writing at Landlord’s standard charge; (g) in accordance with all Laws; (h) after having obtained any required consent of the holder of any Mortgage of whom Tenant has notice; (i) after obtaining public liability and worker’s compensation insurance policies reasonably approved in writing by Landlord; (j) with the obligation for Tenant to deliver to Landlord written, unconditional, full or partial (as applicable) waivers of mechanics’ and materialmen’s liens against the Premises and the Building for all work, labor and services to be performed and materials to be furnished within ten (10) business days after the applicable portion of the Alterations are completed; and (k) upon request, after Tenant 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 lien (or a petition to establish such lien) is filed in connection with any Alteration made by or on behalf of Tenant, such lien (or petition) shall be discharged by Tenant within ten (10) days thereafter, at Tenant’s sole cost and expense, by the payment thereof or by the filing of a reasonably acceptable bond. If Landlord gives its consent to the making of any Alteration, such consent shall not be deemed to be an agreement or consent by Landlord to subject its interest in the Premises or the Building to any liens which may be filed in connection therewith. Tenant acknowledges that any Alterations are accomplished for Tenant’s account, Landlord having no obligation or responsibility in respect thereof. Landlord’s approval of any plans and drawings (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 written consentapproval of Landlord, shall be 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 an amount equal to three percent (3%) of the total cost of such nonAlteration. Promptly after the completion of an Alteration, Tenant at its expense shall deliver to Landlord three (3) sets of accurate as-structural built (or record) drawings and CAD drawings showing such Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence in place. 9.3 If any Alterations that require Landlord’s consent are made without the prior written consent of Landlord, then Landlord shall have the right, at Tenant’s expense, to so remove and less than Fifty Thousand Dollars ($50,000.00) in correct such Alterations and restore the aggregate per calendar yearPremises and the Building. No Alteration All Alterations to the Premises for which Landlord’s consent is required or the Building made by either party shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to immediately become the property of Landlord and protecting Landlord against public liability shall remain upon and property damage to any person be surrendered with the Premises as a part thereof at the expiration or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy earlier termination of the “as built” plans covering such construction. TenantLease Term; provided, at its sole cost and expensehowever, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations that (a) plans Tenant shall have the right to remove, prior to the expiration or earlier termination of the Lease Term, all movable furniture, furnishings and specifications thereforequipment installed in the Premises solely at the expense of Tenant, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to 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 an estimate 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 cost of the proposed workforegoing, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval Tenant shall not be unreasonably withheld or delayedrequired 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 time required above; and (dy) 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 Lease Term, the same shall at Landlord’s option be deemed abandoned or become the property of Landlord to be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right at Tenant’s expense to remove from the Premises any or all such items or to require Tenant to do the same, except as otherwise provided in this Section. If Tenant fails to return the Premises to Landlord as required by this Section, then Tenant shall either furnish to Landlord a bond in form and substance satisfactory pay to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any costs (including a construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required management fee) incurred by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of in effectuating such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesreturn.

Alterations. Except for any nonstructural interior alterations, additions, or improvements (including, without limitation, changing color schemes, installing new countertops, flooring, wall covering, lighting, fixtures, and modifying the layout of Tenant fixtures), Tenant shall not at make or suffer to be made, any time during the Term of this Lease make any openings in the roof other alterations, expansions, additions or exterior walls of the Building or make any alteration, addition or improvement to the Premises improvements (collectively, “Alterations”) in, on or to the Premises or any portion part thereof without, in each instance, without the prior written consent of Landlord. Landlord agrees not to unreasonably withhold, condition or delay its consent for any Alterations. Any Alterations, except movable furniture and trade fixtures, shall at once become a part of the Premises and belong to Landlord unless otherwise agreed to by Landlord. Landlord shall advise Tenant in writing at the time Landlord granted consent or received notice of such Alterations if Tenant shall be required to remove such Alterations at the expiration or earlier termination of this Lease. If Landlord fails to notify Tenant at the time Landlord granted consent or received notice of such Alterations, then Landlord shall be deemed to have waived its right to require Tenant to remove such Alterations at the expiration or earlier termination of this Lease. Notwithstanding anything contained herein to the contrary, Tenant may make cuts or other penetrations in the roof of the Building, without Landlord’s prior consent so long as Tenant closes up any such cuts or penetrations to water tight condition at the expiration or earlier termination of this Lease. 7.1 Landlord’s consent to any Alterations shall be contingent upon Tenant agreeing to the following minimum conditions: (i) Tenant shall pay or cause to be paid the entire cost of the Alterations, (ii) the contractor, subcontractors and suppliers shall be subject to Landlord’s approval, which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentconditioned d or delayed, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars and ($20,000.00iii) per occurrence all plans and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration specifications shall be subject to the Premises approval of Landlord. 7.2 Landlord shall give its approval or disapproval (giving reasonably detailed reasons in writing in case of disapproval) of the plans and specifications or other submissions for which any Alterations requiring Landlord’s consent is required shall be commenced hereunder within fifteen (15) days after their delivery to Landlord with Tenant’s express written request for Landlord’s approval thereof (and, as to any subsequent revised plans and specifications or other submissions submitted by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory within five (5) business days after their delivery to Landlord and protecting with Tenant’s express request for Landlord’s approval thereof). In the event Landlord against public liability and property damage fails to any person give its approval or property, on or off the Premises, arising out disapproval (giving reasonably detailed reasons in writing in case of and during the making disapproval) of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications thereforor other submissions within said 15-day (or 5-business day, prepared by a licensed architectas applicable) period, then, to the extent Tenant’s request for approval or any subsequent requests for approval expressly stated thereon, in BOLD CAPITALIZED LETTERS, that failure to respond within such 15-day (or 5-business day, as applicable) period shall be deemed Landlord’s approval of such plans and specifications or other submissions, the plans and specifications or other submissions for such Alterations so submitted to and shall be deemed approved by Landlord. 7.3 Tenant agrees to take all necessary steps to prevent the imposition of liens against the Premises as a result of the Alterations, which approval shall not be unreasonably withheld and agrees to hold Landlord harmless from all liens, claims damages, costs and expenses (including reasonable attorneys’ fees) resulting from said Alterations other than those resulting from acts of Landlord or delayed; (b) its contractors, employees, representatives or agents. Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans obtain and specifications; (c) pay for all contracts for any proposed work necessary permits and shall be submitted to comply with all applicable governmental requirements and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) insurance rating bureau recommendations. Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordalso obtain, at Tenant’s sole cost, or such other security reasonably satisfactory require its contractors to Landlord to insure payment for the completion of obtain all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability reasonable insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured during construction of the Alterations, including but not limited to builder’s risk, liability and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability workers compensation coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. Tenant shall not at make (or permit to be made) any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationchange, addition or improvement to the Premises (collectivelyincluding, “Alterations”) or any portion thereof without, in each instancewithout limitation, the attachment of any fixture or equipment) unless such change, addition or improvement (a) equals or exceeds the Building Standard and utilizes only new and first-grade materials, (b) is in conformity with all legal requirements, and is made after obtaining any required permit and licenses, (c) is made void prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, (d) is made pursuant to plans and insurance coverage specification approved in amounts satisfactory to writing in advance by Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and an architect approved in writing in advance by Landlord, which approval shall not be unreasonably withheld or delayed; (be) is made after Tenant shall furnish has provided to Landlord an estimate of the cost of the proposed worksuch indemnification, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved insurance, and/or bonds requested by Landlord, which approval shall not be unreasonably withheld or delayed; including, without limitation, a performance and (d) Tenant shall either furnish to Landlord a completion bond in such form and substance satisfactory to Landlord, or such other security reasonably amount as may be satisfactory to Landlord to protect against claims and lien for labor performed and materials furnished, and to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging any change, addition or improvement, (f) is carried out by persons approved in any construction activity writing by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityLandlord who, worker’s compensation and such other liability insurance in such amounts as may be reasonably if required by Landlord, deliver to Landlord naming before commencement of their work proof of such insurance coverage as Landlord may require, with Landlord named as an additional insured insured, and providing liability coverage during (g) is done only at such time and in such manner as Landlord may reasonably specify. All such alterations, improvements and additions (including all phases articles attached to the floor, wall or ceiling of construction includingthe Premises) shall become the property of Landlord and shall at Landlords election, be (1) surrendered with the Premises as part thereof at the termination or expiration of the Term, without limitation: any payment, reimbursement or compensation therefor, or (a2) contractor’s removed by Tenant, at Tenant's expense with all damage caused by such removal repaired by Tenant. Tenant may remove Tenant's trade fixtures, office supplies, movable office furniture and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior equipment not attached to the commencement Building, provided such removal is made prior to the expiration of any construction activitythe term, certificates no uncured Event of Default has occurred and Tenant promptly repairs all damage caused by such insurance coverages shall be provided to Landlord. Before commencing any Alterationremoval, Tenant shall provide indemnify, defend and hold harmless Landlord with from and against all liens, claim, damages, losses, liabilities and expenses, including attorneys' fees, which may arise out of, or be connected in way with, any such change, addition or improvement. Within ten (10) days following the imposition of any lien resulting from any such change, addition or improvement, Tenant shall cause such lien to be released of record by payment of money or posting of a written certification that the Alteration does not have any adverse environmental impact on the premisesproper bond.

Alterations. 8.1 Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Demised Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord, except for the installation of unattached, movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Demised Premises. All alterations, additions, improvements and fixtures (other than unattached, movable trade fixtures) which may be made or installed by either party upon the Demised Premises shall remain upon and be surrendered with the Demised Premises and become the property of Landlord at the termination of this Lease, unless Landlord requests their removal in which consentevent Tenant shall remove the same and restore the Demised Premises to its original condition at Tenant's expense. Any linoleum, as carpeting or other floor covering which may have been laid upon the floor of the Demised Premises is a permanent fixture and shall become the property of Landlord without credit or compensation to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding Tenant. 8.2 All construction work done by Tenant within the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Demised Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done performed in a good and workmanlike manner manner, in compliance with any applicable governmental lawall government requirements, statute, ordinance or regulation. Upon completion and the requirements of any Alteration by contract or deed of trust to which the Landlord may be a part and in such manner as to cause a minimum of interference with other construction in progress and with the transaction of business in the Shopping Center. ▇▇▇▇▇▇ agrees to indemnify Landlord and hold Landlord harmless against any loss, liability or damage resulting from such work. 8.3 Tenant hereunderagrees that all venting, Tenant shall furnish Landlord with a copy opening, sealing, waterproofing, or any altering of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, roof shall be submitted to and approved performed by Landlord, which approval shall not be unreasonably withheld or delayed; (b) 's roofing contractor at Tenant's expense and when completed Tenant shall furnish to Landlord an estimate of a certificate from Landlord's roofing contractor that all such alterations approved by Landlord have been completed in accordance with the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. Tenant shall may not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any improvement, alteration, addition or improvement change to the Premises or to any mechanical, plumbing or HVAC facilities or other systems serving the Premises (an “Alteration”) without Landlord’s prior consent, which consent shall be requested by Tenant not less than 30 days before commencement of work and shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which could adversely affect the Base Building or is visible from the exterior of the Building (collectively, “Significant Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld). Notwithstanding the preceding sentenceforegoing, Tenant may shall be permitted to make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total that such Alterations (a) cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration project and do not constitute Significant Alterations hereunder (“Minor Alterations”), and (b) prior to the Premises for which Landlord’s consent is required shall be commenced by commencing any such Alterations, Tenant until Tenant has furnished provides Landlord with not less than ten (10) business days’ prior written notice thereof, which shall include a satisfactory certificate or certificates from an insurance company acceptable copy of any governmental permits required to complete such Alterations. For any Significant Alterations and for any Minor Alterations that require governmental approvals, (a) Tenant, before commencing work, shall deliver to Landlord, evidencing workmenand obtain Landlord’s compensation coverageapproval of, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (b) Landlord, in its discretion, may require Tenant to obtain security for performance satisfactory to Landlord; (c) all contracts for any proposed work Tenant shall be submitted deliver to and approved Landlord “as built” drawings (in CAD format, if requested by Landlord), which approval shall not be unreasonably withheld or delayedcompletion affidavits, full and final lien waivers, and all governmental approvals; and (d) Tenant shall either furnish to pay Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which upon demand (i) Landlord’s consent shall be required shall obtain commercial general liabilityreasonable out-of-pocket expenses incurred in reviewing the work, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases (ii) a coordination fee equal to 3% of construction includingthe cost of the work; provided, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and however, that this clause (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior shall not apply to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesImprovements.

Alterations. 15.1 Tenant agrees that it shall not at make or allow to be made any time during alterations, physical additions, or improvements in or to the Term Premises without first obtaining the written consent of this Lease make any openings Landlord in each instance. As used herein, the roof or exterior walls term “Minor Alteration” refers to an alteration that (a) does not affect the outside appearance of the Building and is not visible from the Common Areas, (b) is non-structural and does not impair the strength or make structural integrity of the Building, and (c) does not affect the mechanical, electrical, HVAC or other systems of the Building. Landlord agrees not to unreasonably withhold its consent to any alterationMinor Alteration. Landlord’s consent to any other alteration may be conditioned, addition given, or improvement withheld in Landlord’s sole discretion. Notwithstanding the foregoing, Landlord consents to any repainting, recarpeting, or other purely cosmetic changes or upgrades to the Premises Premises, so long as (i) the aggregate cost of such work is less than $35,000.00 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 ten (10) business 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. If Tenant orders any work directly from Landlord, in addition to and not in lieu of Tenant’s obligation to reimburse Landlord for all actual costs reasonably incurred by Landlord in connection with such work, Tenant shall pay to Landlord an amount equal to five percent (5%) of the cost of such work to compensate Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord’s involvement with such work. If Tenant does not order any work directly from Landlord, Tenant shall pay to Landlord, within thirty (30) days after Tenant’s receipt of a written invoice therefor, the reasonable 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 reasonable 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, “AlterationsTenant’s Contractors”), Landlord’s consent shall be deemed conditioned upon each of Tenant’s Contractors (1) working in harmony and not unreasonably interfering with any laborer utilized by Landlord, Landlord’s contractors, laborers, or materialmen; and (2) furnishing Landlord with evidence of acceptable liability insurance, worker’s compensation coverage and if required by Landlord, completion bonding, and if at any portion thereof without, in each instancetime such entry by one or more persons furnishing labor or materials for Tenant’s work shall cause such disharmony or unreasonable 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 be fully executed and delivered by Tenant and Tenant’s Contractor(s) prior written consent to the commencement of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheldconstruction. Notwithstanding the preceding sentenceforegoing, Landlord agrees that so long as the Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentis the originally named Tenant, provided the total cost of such non-structural Alteration is Landlord will not require a completion bond with respect to alterations costing less than Twenty Thousand Dollars $100,000.00 ($20,000.00provided that Tenant has not artificially segregated an alteration which by its nature is a single unit or event into smaller increments for purposes of avoiding the necessity of obtaining a completion bond). 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) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar yearall requirements of public authorities and with all applicable requirements of insurance bodies. No Alteration to the Premises for which Landlord’s consent is required All alterations, additions, or improvements shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done diligently performed in a good and workmanlike manner manner, using new materials and equipment at least equal in compliance with any applicable governmental lawquality and class to be better than (a) the original installations of the Building, statute, ordinance or regulation(b) the then standards for Comparable Buildings. Upon the completion of any Alteration work and upon request by Tenant hereunderLandlord, Tenant shall furnish provide Landlord with a copy copies of all waivers or releases of lien from each of Tenant’s Contractors. No alterations, modifications, or additions to the Project or the Premises (other than any security system or supplemental HVAC system installed by Tenant if desired to be removed by Tenant) 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 “as built” cost of constructing all or any portion of said improvements or modifications thereto unless otherwise expressly agreed by Landlord in writing. 15.2 Alterations affecting air distribution or disbursement from ventilation systems serving Tenant or the Building, including without limitation the installation of Tenant’s exhaust systems, shall not adversely affect the ventilation systems or air quality of the Building (or of any other tenant in the Building). 15.3 Landlord’s approval of Tenant’s plans covering such constructionfor 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 ADA. TenantLandlord may, at its sole cost and option, at Tenant’s expense, will make all Alterations require that Landlord’s contractors be engaged for any work upon any fire alarm, life safety, core HVAC control work in the Premises or any work on the Premises which may be necessary by roof. 15.4 At least five (5) days prior to the act or neglect commencement of any other person work permitted to be done by persons requested by Tenant on 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 corporation its representatives, shall have the right to go upon and inspect the Premises at all reasonable times (public or privateand without unreasonable interference with such work), except 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 proper for the protection of Landlord’s interest in the Premises. 15.5 During such times as Tenant is performing work or having work or services performed in or to the Premises, Tenant shall require its agentscontractors, employees and their subcontractors of all tiers, to obtain and maintain commercial general liability, automobile, workers compensation, employer’s liability, builder’s risk (to the extent not maintained by Landlord or contractorsits general contractor), and equipment/property insurance in such amounts and on such terms as are customarily required of such contractors and subcontractors on similar projects. Before commencing any Alterations (a) plans The amounts and specifications therefor, prepared by a licensed architect, shall be submitted terms of all such insurance are subject to and approved by Landlord’s written approval, which approval shall not be unreasonably withheld withheld, conditioned or delayed; (b) Tenant . The commercial general liability and auto insurance carried by Tenant’s contractors and their subcontractors of all tiers pursuant to this section shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by name Landlord, which approval shall not be unreasonably withheld or delayed; Landlord’s managing agent, and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security persons as Landlord may reasonably satisfactory request from time to Landlord time as additional insureds with respect to insure payment for the completion liability arising out of all or related to their work free and clear of liensor services (collectively, “Additional Insureds”). Tenant further agrees that all contractors engaging in Such insurance shall provide primary coverage without contribution from any construction activity other insurance carried by and or for the benefit of Tenant for which Landlord, Landlord’s consent managing agent, or other Additional Insureds. Such insurance shall be required also waive any right of subrogation against each Additional Insured. Tenant shall obtain commercial general liabilityand submit to Landlord, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the earlier of (i) the entry onto the Premises by such contractors or subcontractors or (ii) commencement of any construction activitythe work or services, certificates of insurance evidencing compliance with the requirements of this section. All of such insurance coverages alterations shall be provided insured by Tenant pursuant to Landlord. Before commencing any Alteration, Tenant Article 13 of this Lease immediately upon completion thereof. 15.6 Tenant’s initial improvement of the Premises shall provide Landlord with a written certification that be governed by Exhibit C and not the Alteration does not have any adverse environmental impact on the premisesprovisions of this Article 15 (other than Section 15.5).

Alterations. (A) Tenant agrees that neither Tenant nor anyone claiming under Tenant shall not at any time during the Term of this Lease make any openings in installations, alterations, additions or improvements to or upon the roof or exterior walls Demised Premises, except only the installation of fixture necessary for the Building or make any alterationconduct of its business, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to and except for non-structural or non-systems repairsalterations to the interior of the Building costing, shall not be unreasonably withheld. Notwithstanding in the preceding sentenceaggregate, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty One Thousand Dollars ($20,000.001,000.00) per occurrence or less. Notwithstanding any alteration to which Landlord may hereafter, in its sole discretion, consent, Tenant shall restore the Demised Premises to the same condition as the Demised Premises were in upon commencement of the term unless otherwise requested in writing by Landlord. Tenant shall not bring any additional electrical service into the Demised Premises unless it is brought in underground over a route first approved by Landlord and less than Fifty Thousand Dollars unless Tenant restores the surface of the ground and other disturbed areas to the reasonably same condition that existed prior to the installation thereof. All installations, alterations, additions and improvements made to or upon the Demised Premises, whether made by Landlord or Tenant or any other person ($50,000.00) except only sign and movable trade fixtures installed in the aggregate per calendar yearDemised Premises prior to or during the term of this Lease at the sole cost of Tenant or any person claiming under Tenant shall be deemed part of the Demised Premises and upon the expiration or other termination of the term of this Lease shall be at the Landlord’s sole discretion either fully restored in accordance with the above provisions of this paragraph or surrendered with the Demised Premises as a part thereof without disturbance, molestation or injury. No Alteration Movable trade fixtures shall include trade fixtures and other installations not affixed to the Premises for which realty and trade fixtures and other installations affixed only by nails, bolts or screws with the prior permission of Landlord’s consent is required . (B) Tenant shall be commenced procure all necessary permits before making any repairs, installations, alterations, additions, improvements or removals. Landlord shall cooperate with Tenant in obtaining such permits. Tenant agrees that all repairs, installations, alterations, additions, improvements and removals done by Tenant until or anyone claiming under Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner manner, that the same shall be done in compliance conformity with all laws, ordinances and regulations of all public authorities and all insurance inspection or rating bureaus having jurisdiction, that the structure of the demised premises shall not be endangered or impaired thereby, and that Tenant shall repair any and all damage caused by or resulting from any such repairs, installations, alterations, additions, improvements or removals, including, without limitation, the filling of holes. Tenant shall pay promptly when due all charges labor and materials in connection with any applicable governmental lawwork done by Tenant or anyone claiming under Tenant to or upon the Demised Premises so that the Demised Premises shall at all times be free of liens. Tenant shall hold Landlord harmless from, statuteand indemnify Landlord against, ordinance any and all claims for injury, loss or regulation. Upon completion damage to persons or property caused by or resulting from the doing of any Alteration such repairs, installations, alterations, additions, improvements and removals. Landlord agrees with regard to work, that it does under the terms of the Lease, that Landlord shall save Tenant harmless from, and indemnify Tenant against, any and all claims for injury, loss or damage to persons or property caused by or resulting from the doing of any such repairs, installations, alterations, additions, improvements and removals resulting from work done by Landlord hereafter. If any mechanic’s lien or other liens, charges or orders shall be filed against the whole or any part of the Demised Premises as the result of the acts or omissions of Tenant hereunderor anyone claiming under Tenant or any claim against Tenant, Tenant shall furnish Landlord with a copy cause the same to be canceled and discharged of the “as built” plans covering such construction. Tenantrecord, at its sole cost and expense, will make all Alterations on the Premises which may be necessary or fully bonded by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance bonding company satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion within ten (10) days after notice of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesfiling thereof.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make permit to be made any alteration, addition modification, substitution or improvement other change of any nature to the mechanical, electrical, plumbing, HVAC, and sprinkler systems within or serving the Leased Premises. Tenant shall not make or permit any other improvements, alterations, fixed decorations, substitutions, or modifications, structural or otherwise, to the Leased Premises or the Office Building (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, shall consent may not be unreasonably withheld, any such consent to also include the conditions under which the Alterations may be made. Notwithstanding Alterations shall include, but not be limited to, the preceding sentenceinstallation or modification of carpeting, Tenant may make non-structural walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window, and wall covering. All such Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenmade at Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and subcontractors approved by Landlord, which approval shall not be unreasonably withheld and only after (i) Landlord (or delayed; Tenant) has obtained, on behalf of Tenant, any necessary permits from governmental authorities and (bii) Tenant shall furnish has submitted complete plans and specifications to Landlord an estimate with respect to the Alterations and Landlord has approved them. Landlord shall, at Tenant’s expense, supervise the making of any Alterations by Tenant. If any mechanic’s lien is filed against the Leased Premises of the Office Building for work or materials furnished to Tenant, the lien shall be discharged by Tenant within ten (10) days thereafter, solely at Tenant’s expense, by either paying off or bonding the lien. Should Tenant fail to discharge any lien with ten (10) days of its filing, Landlord shall have the right, but not the obligation, to discharge the lien at Tenant’s expense. Tenant shall indemnify and hold Landlord harmless from all expenses (including attorneys’ fees), liens, claims, or damage to persons, property, or the Office Building which may arise from the making of any Alterations. Any Alterations made without the prior consent of Landlord may be corrected or removed by Landlord, and Tenant shall, on demand, pay the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for removal as Additional Rent. The work relating to any proposed work shall be submitted to and approved by Landlord, which approval Alterations shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordinterfere with, or such cause annoyance to, any other security reasonably satisfactory to Landlord to insure payment for tenants of the completion Office Building or disrupt any access to, or use of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesCommon Areas.

Alterations. Tenant Lessee shall not at any have the right from time during to time both before and after the Term of this Lease make any openings in the roof or exterior walls completion of the Building or Permitted Improvements and at ▇▇▇▇▇▇’s sole cost and expense to make any alterationadditions, addition or improvement alterations and changes, other than structural changes, to the Premises (collectivelyas is reasonably required to conduct the Permitted Use in compliance with the provisions of this Lease, “Alterations”) or any portion thereof withoutsubject, however, in each instanceall cases to the following: (a) Except as set forth herein, no alteration shall be made which would tend to (i) materially change the general design, use, character or structure of the Solar Energy Facility, or (ii) reduce or impair, to any material extent, the use of the Solar Energy Facility for the generation of electricity, subject to applicable laws and safety standards (any such alteration, a “Substantial Alteration”). (b) No Substantial Alteration shall be commenced except after prior written notice to and consent of Landlord from Lessor, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding the preceding sentenceconditioned, Tenant may make non-structural withheld or delayed by Lessor. (c) Substantial Alterations without obtaining Landlord’s prior written consent, provided the total cost shall not include any repairs or replacement of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration parts to the Premises for which Landlord’s consent is required Permitted Improvements, as set forth in Section 2.1 and Exhibit B. (d) Any Substantial Alteration shall be commenced conducted under the supervision of a contractor, architect or engineer selected by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to ▇▇▇▇▇▇ and approved in writing by Landlord▇▇▇▇▇▇, which approval shall not be unreasonably conditioned, withheld or delayed; (b) Tenant , and no such Substantial Alteration shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such be made except in accordance with detailed plans and specifications; (c) all contracts for any proposed work shall be submitted to specifications and cost estimates prepared and approved in writing by Landlordsuch contractor, architect or engineer and approved in writing by ▇▇▇▇▇▇, which approval shall 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. (df) Tenant shall either furnish At or prior to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Substantial Alteration, Tenant shall Lessee will provide Landlord Lessor with a written certification that the Alteration does complete copies of all final plans and specifications therefor not have any adverse environmental impact on the premisespreviously provided.

Alterations. Tenant shall will not at any time during the Term of this Lease make any openings in alterations, additions, or improvements to the roof or exterior walls of the Building or make premises without Landlord's prior written consent; however, Landlord's prior written consent will not be necessary for any alteration, addition addition, or improvement to the Premises which: (collectively, “Alterations”a) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is costs less than Twenty Five Thousand Dollars ($20,000.005,000.00) per occurrence including labor and less than Fifty Thousand Dollars materials; ($50,000.00b) in does not change the aggregate per calendar year. No Alteration general character of the premises, or reduce the fair market value of the premises below its fair market value prior to the Premises for which Landlord’s consent alteration, addition, or improvement; (c) is required shall be commenced by Tenant until Tenant has furnished Landlord made with a satisfactory certificate or certificates from an insurance company acceptable to Landlorddue diligence, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner manner, and in compliance with any applicable the laws, ordinances, orders, rules, regulations, certificates of occupancy, or other governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and requirements described in paragraph 9; (d) Tenant shall either furnish to Landlord a bond in form is promptly and substance satisfactory to Landlord, fully paid for by Tenant; and (e) is made under the supervision of an architect or such other security engineer reasonably satisfactory to Landlord and in accordance with plans and specifications and cost estimates approved by Landlord. Landlord may designate a supervising architect to insure payment for assure compliance with the completion provisions of this paragraph, and if it does, Tenant will pay the supervising architect's charges. Subject to Tenant's rights in paragraph 13, all work free alterations, additions, fixtures, and clear improvements, whether temporary or permanent in character, made in or upon the premises by Tenant, will immediately become Landlord's property and at the end of liensthe term of this Lease will remain on the premises without compensation to Tenant. By notice given to Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: no less than ninety (a90) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior days prior to the commencement end of this Lease, Landlord may require that any construction activityalterations, certificates of such insurance coverages shall additions, fixtures, and improvements made in or upon the premises be provided to Landlordremoved by Tenant. Before commencing any AlterationIn that event, Tenant shall provide Landlord with a written certification that will remove the Alteration does not have any adverse environmental impact on alterations, additions, fixtures, and improvements at Tenant's sole cost and will restore the premisespremises to the condition in which they were before the alterations, additions, improvements, and additions were made, reasonable wear and tear excepted.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required 9.1 Subtenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantresponsible, at its sole cost and expense, will make for any and all Alterations on the Premises which may be necessary by the act or neglect costs related to space plans and construction drawings (including, without limitation, costs of any necessary approvals, permits, and any other person or corporation (public or privateexpenses related thereto), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordSo long as Subtenant obtains Sublandlord’s consent, which approval consent shall not be unreasonably withheld withheld, Subtenant may make such alterations, improvements, or delayed; (b) Tenant shall furnish installations in or to Landlord an estimate the Subleased Premises to the extent permitted by the terms of the Master Lease and Exhibit B attached thereto. Any permitted alterations, additions or improvements shall be completed in a first-class manner, furnishings and fixtures, and shall be performed at Subtenant’s sole cost and expense. Subtenant shall use only first-class, reputable contractors to perform any work in the Subleased Premises. Subtenant shall perform all work in accordance with all of the proposed workrequirements of the Master Lease, certified by the architect who prepared such plans at Subtenant’s sole cost and specifications; (c) all contracts expense. Subtenant acknowledges and agrees that it shall be responsible for any proposed work shall be submitted and all costs related to moving, and approved by Landlord, which approval that Sublandlord shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordpay any moving allowance, improvement allowance, or such any other security reasonably satisfactory amount to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Subtenant. 9.2 Upon Sublandlord’s or Master Landlord’s consent request, Subtenant shall remove any and all alterations, additions, improvements and signage from the Subleased Premises upon the expiration or termination of the Sublease and shall repair any damage caused by such removal. 9.3 Subtenant shall not permit any mechanics’ or materialmen’s liens to be required levied against the Subleased Premises, the Premises or the property on which it is located for any labor or material furnished to Subtenant or to its agents or contractors and shall obtain commercial general liabilityindemnify and hold Sublandlord and Master Landlord harmless from and against any such claims. If Subtenant has not removed any lien within ten (10) days after the lien is filed, worker’s compensation then Sublandlord may pay the lien holder and Subtenant shall reimburse Sublandlord for such other liability insurance in such amounts costs as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesAdditional Rent.

Alterations. (a) Tenant shall not at make or allow any time during alterations, additions, or improvements to the Term Premises or any part of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without), in each instance, the without Landlord's prior written consent of Landlord which consent, as to non-structural or non-systems repairs, which shall not be unreasonably withheld. Notwithstanding Consent, however, may be conditioned on the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coveragereceipt by, and insurance coverage in amounts satisfactory to approval of, Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making a set of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared for the alterations no later than ten (10) business days prior to the scheduled construction of the alterations as well as the use by Tenant of a licensed architect, shall be submitted to and contractor or contractors approved by Landlord, which approval shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Landlord's consent shall not be required for any Alterations which do not affect the Building structure, Building systems, or penetrate the floor or ceiling of the Premises and which cost less than Twenty Thousand Dollars ($20,000) annually, provided each such Alteration is otherwise made in compliance with the terms of this Lease. Landlord may withhold approval of any contractor which does not meet the qualifications requirements of any Landlord lender; including the requirement that such contractor employ union labor in accordance with the Labor Covenant (contained in Exhibit S). The installation of furnishings, fixtures, equipment, or decorative improvements, none of which shall affect operating systems or the structure of the Premises shall not constitute Alterations. All Alterations and any furnishings, fixtures, equipment, or decorative improvements remaining on the Premises after the termination or earlier expiration of this Lease shall immediately become Landlord's property and, at the termination or earlier expiration of this Lease, shall remain on the Premises without compensation to Tenant. Provided Landlord identifies such Alterations for possible removal at the time of Landlord's initial approval for installation, and further provided Landlord subsequently elects by notice to Tenant to have Tenant remove same at the end of the Term, then Tenant shall cause such removal and/or restoration to be done at Tenant's sole cost and expense and Tenant shall restore the portions of the Premises subject to such removal to the condition of as of the Commencement Date of this Lease. If Landlord requires Tenant to remove any Alterations and any furnishings, fixtures, equipment, or decorative improvements and Tenant fails to cause such removal and/or restoration on or prior to the termination or other earlier expiration of this Lease, such failure shall be deemed a holdover under Section 13(b) of this Lease, and in addition to any other damages owing Landlord under this Section, Tenant shall owe Holdover Rent (as hereinafter defined) for each and every day of such failure. All improvements, additions, alterations, and repairs and the removal and restoration thereof, if required under this Lease, shall be performed in accordance with all applicable laws and at Tenant's sole expense. Tenant will indemnify and defend Landlord for all liens, claims, or damages caused by remodeling, improvements, additions, alterations, and repairs and the removal and restoration thereof, if required under this Lease. The foregoing notwithstanding, nothing in this Section 11 shall require Tenant to remove the initial Tenant Improvements installed by Landlord in accordance with the Approved Tenant Improvement Drawings as set forth in Exhibit C. (b) Before any contract or subcontract is let or other agreement executed for the performance of any service, or the furnishing of any materials, and before any work of any kind or nature is commenced on the construction of Alterations the total cost for which will exceed One Hundred Thousand Dollars ($100,000) per completed project, Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans procure and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish deliver to Landlord a completion bond and a payment bond, both in form and substance satisfactory to Landlord, issued by reputable surety corporations or such other security reasonably satisfactory bonding corporations qualified to do business in California, guaranteeing or otherwise assuring Landlord that the construction of the Alterations will proceed to completion with due diligence, that the reconstruction, when completed, will be fully paid for, and that the Premises will remain free of all mechanics', laborers' or materialmen's liens or claimed liens on account of any services or materials furnished or labor or work performed in connection with the construction of the Alterations. (c) At least five (5) business days before any construction commences or materials are delivered for any alterations that Tenant is making to the Premises, whether or not Landlord's consent is required, Tenant shall give written notice to Landlord as to insure payment when the construction is to commence or the materials are to be delivered. Landlord shall then have the right to post and maintain on the Premises any notices that are required to protect Landlord and Landlord's interest in the Premises from any liens for work and labor performed or materials furnished in making the completion of all work alterations. It shall be Tenant's duty to keep the Premises free and clear of all liens, claims, and demands for work performed, materials furnished, or operations conducted on the Premises by or on behalf of Tenant. In the event that Tenant further agrees that all contractors engaging in any construction activity by and for fails to provide Landlord with the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably notice required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; this Section 11 (c) broad form property damage insurance; ), Landlord shall have the right to cause the cessation of such construction and shall have the further right to file notices of cessation and/or completion, so as to allow the Premises to be protected from mechanics' liens. (d) statutory worker’s compensation coverage Tenant will not at any time permit any mechanics', laborers', or materialmen's liens to stand against the Premises for any labor or material furnished to Tenant or claimed to have been furnished to Tenant or Tenant's agents, contractors, or subtenant's, in connection with work of any character performed or claimed to have been performed on the Premises by or at the direction or sufferance of Tenant. Tenant shall have the right to contest the validity or amount of any lien or claimed lien, upon giving to Landlord a bond assuring that the lien or claimed lien will be paid, when and employer’s liability coverage. Prior to the commencement extent that the lien is finally determined to be valid and owing. On final determination of the lien or claim of lien, Tenant will immediately pay any final judgment rendered, with all property costs and charges, and shall have the lien released or judgment satisfied at Tenant's sole expense. If, within ten (10) days of the filing of any construction activitysuch lien, certificates of Tenant fails to pay or provide to Landlord a bond assuring that the lien or claimed lien will be paid, Landlord shall have the right, upon five (5) days' written notice to Tenant, to pay or bond over such insurance coverages lien, and take such actions as are necessary to have the lien released and prevent a judgment against the Premises or Property, and the amount paid by Landlord shall be provided immediately due and payable to Landlord. Before commencing any Alteration, Tenant and shall provide bear interest at the lesser of ten percent (10%) per annum or the highest rate allowed by law from the date of payment by Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesuntil repayment by Tenant.

Alterations. Tenant shall not at neither install any time during the Term of this Lease signs, fixtures, or improvements, nor make or permit any openings in the roof other alterations or exterior walls of the Building or make any alterationadditions (individually, addition or improvement to the Premises (an “Alteration”, and collectively, “Alterations”) or any portion thereof without, in each instance, to the Premises without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheldwithheld so long as any such Alteration does not affect the Building systems, structural integrity or structural components of the Premises or Building. Notwithstanding the preceding sentenceforegoing to the contrary, Tenant may make may, at its sole cost and expense and without Landlord’s written consent, perform interior, non-structural Alterations without obtaining Landlord’s prior written consent, alterations or additions to the Premises provided such alterations or additions do not affect the total structural components of the Building or Building systems and equipment or require any permit or roof penetrations and the cost of such non-structural Alteration is less than Twenty Thousand Dollars (which does not exceed $20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) 100,000 in the aggregate per calendar yearover a 12 month period (the “Permitted Alterations”). No Tenant shall first notify Landlord at least ten (10) days prior to commencing any Permitted Alterations so that Landlord may post a Notice of Non-Responsibility on the Premises. If any such Alteration to the Premises for which is expressly permitted by Landlord’s consent is required , Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable deliver at least ten (10) days prior written notice to Landlord, evidencing workmenfrom the date Tenant commences construction, sufficient to enable Landlord to post and record a Notice of Non-Responsibility. Tenant shall obtain all permits or other governmental approvals prior to commencing any work and deliver a copy of same to Landlord. All Alterations shall be (i) at Tenant’s compensation coveragesole cost and expense in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done installed by a licensed, insured (and bonded, at Landlord’s option) contractor (reasonably approved by Landlord) in compliance with all applicable Laws, Development Documents, Recorded Matters, and Rules and Regulations and (ii) performed in a good and workmanlike manner in and so as not to obstruct access to any portion of the Project or any business of Landlord or any other tenant. Landlord’s approval of any plans, specifications or working drawings for Tenant’s Alterations shall neither create nor impose any responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any applicable governmental law, statute, ordinance or regulationLaws. Upon completion of any Alteration by Tenant hereunderAs Additional Rent, Tenant shall furnish reimburse Landlord, within thirty (30) days after demand, for actual and reasonable legal, engineering, architectural, planning and other expenses incurred by Landlord in connection with Tenant’s Alterations, plus Tenant shall pay to Landlord a copy fee equal to four percent (4%) of the total cost of the Alterations. If Tenant makes any Alterations, Tenant shall carry “Builder’s All Risk” insurance, in an amount reasonably approved by Landlord and such other insurance as built” plans covering Landlord may require. All such constructionAlterations shall be insured by Tenant in accordance with Section 12 of this Lease immediately upon completion. Tenant, at its sole cost and expense, will make all Alterations on Tenant shall keep the Premises and the Lot on which may be necessary by the act or neglect Premises are situated free from any liens arising out of any other person work performed, materials furnished or corporation (public obligations incurred by or private)on behalf of Tenant. Tenant shall, except for Landlord, its agents, employees or contractors. Before prior to commencing any Alterations Alterations, (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted cause its contractor(s) and/or major subcontractor(s) to and approved provide insurance as reasonably required by Landlord, which approval shall not be unreasonably withheld or delayed; and (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared provide such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory assurances to Landlord, including without limitation, waivers of lien, surety company performance bonds as Landlord shall require to assure payment of the costs thereof to protect Landlord and the Project from and against any mechanic’s, materialmen’s or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which For Alterations requiring Landlord’s consent, Landlord shall advise Tenant at the time of granting consent if Tenant shall be required shall obtain commercial general liability, worker’s compensation and to remove such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases Alterations at the expiration or earlier termination of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesLease.

Alterations. 18.1. Except for the Tenant Improvements, Tenant shall make no alterations, additions or improvements in or to the Premises or engage in any construction, demolition, reconstruction, renovation, or other work (whether major or minor) of any kind in, at, or serving the Premises (“Alterations”) without Landlord’s prior written approval, which approval Landlord shall not at any time during the Term of this Lease make any openings unreasonably withhold; provided, however, that in the roof event any proposed Alteration affects (a) any structural portions of the Building, including exterior walls, roof, foundation or core of the Building, (b) the exterior walls of the Building or make (c) any alterationBuilding systems, addition or improvement to the Premises (collectivelyincluding elevator, “Alterations”) or any portion thereof withoutplumbing, air conditioning, heating, electrical, security, life safety and power, then Landlord may withhold its approval with respect thereto in each instanceits sole and absolute discretion; and provided, the prior written consent of Landlord which consentfurther, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, that Tenant may make non-structural (w) install Alterations without obtaining whereby the aggregate cost of such Alterations do not exceed One Hundred Thousand Dollars ($100,000) per year, (x) install solar panels on its pro rata share of the Building’s roof for Tenant’s sole use for research and development or for generation of electricity, subject to Landlord’s prior written consent, provided the total cost of such nonwhich Landlord shall not unreasonably withhold, (y) install a UPS/back-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration up generator to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off service the Premises, arising out the size of which and during the location and size of the pad on which it would sit being subject to the prior written approval of the City of Newark and Landlord (Landlord’s approval not to be unreasonably withheld), with Tenant being obligated to remove the generator and pad upon the expiration or earlier termination of this Lease, and (z) install and maintain its own security system (including card readers, cameras and on-site security guards), which Tenant shall remove upon the expiration or earlier termination of the Lease, unless otherwise directed by Landlord in writing at least ninety (90) days prior to the expiration or earlier termination of this Lease. Tenant shall, in making of any such Alterations, use only those architects, contractors, suppliers and mechanics of which Landlord has given prior written approval. In seeking Landlord’s approval, Tenant shall provide Landlord, at least fourteen (14) days in advance of any proposed construction, with plans, specifications, bid proposals, work contracts, requests for laydown areas and such other information concerning the nature and cost of the Alterations as Landlord may reasonably request. 18.2. Tenant shall not construct or permit to be constructed partitions or other obstructions that might interfere with free access to mechanical installation or service facilities of the Building, or interfere with the moving of Landlord’s equipment to or from the enclosures containing such installations or facilities. 18.3. Tenant shall coordinate reasonably with Landlord’s property management office in scheduling all work to be performed for or by Tenant. 18.4. Any Alteration work performed on the Premises or the Building by Tenant hereunder or Tenant’s contractors shall be done at such times and in a good such manner as Landlord may from time to time designate. Tenant covenants and workmanlike manner agrees that all work done by Tenant or Tenant’s contractors shall be performed in full compliance with any applicable governmental law, statute, ordinance or regulationApplicable Laws. Upon Within thirty (30) days after completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any AlterationAlterations, Tenant shall provide Landlord with complete “as-built” drawing print sets and electronic CADD files on disc (or files in such other current format in common use as Landlord reasonably approves or requires) showing any changes in the Premises. 18.5. Before commencing any work, Tenant shall give Landlord at least fourteen (14) days’ prior written notice of the proposed commencement of such work and shall, if required by Landlord, secure, at Tenant’s own cost and expense, a completion and lien indemnity bond satisfactory to Landlord for said work. Upon Tenant’s written certification request, Landlord shall notify Tenant whether Tenant shall be required to remove specified Alterations upon the expiration or earlier termination of this Lease. 18.6. All Alterations, additions and improvements, as well as the equipment listed on Exhibit D-2 attached hereto (the “Landlord-Provided Equipment”), subject to Section 18.8, shall (unless, prior to such construction or installation, Landlord elects otherwise) become the property of Landlord upon the expiration or earlier termination of the Term, and shall remain upon and be surrendered with the Premises as a part thereof. The Premises shall at all times remain the property of Landlord and shall be surrendered to Landlord upon the expiration or earlier termination of this Lease. All Tenant Improvements, Alterations and Signage installed by or under Tenant shall be the property of Landlord. 18.7. Tenant shall repair any damage to the Premises caused by Tenant’s removal of any property from the Premises. During any such restoration period, Tenant shall pay Rent to Landlord as provided herein as if said space were otherwise occupied by Tenant. The provisions of this Section shall survive the expiration or earlier termination of this Lease. 18.8. If Tenant shall fail, prior to termination of this Lease, to remove any of its effects from the Premises that Tenant is required to remove pursuant to this Lease, then Landlord may, at its option, remove the Alteration does not have same in any adverse environmental impact manner that Landlord shall choose and store said effects without liability to Tenant for loss thereof or damage thereto, and Tenant shall pay Landlord, upon demand, any costs and expenses incurred due to such removal and storage or Landlord may, at its sole option and without notice to Tenant, sell such property or any portion thereof at private sale and without legal process for such price as Landlord may obtain and apply the proceeds of such sale against any (a) amounts due by Tenant to Landlord under this Lease and (b) any expenses incident to the removal, storage and sale of said personal property. 18.9. Notwithstanding any other provision of this Article 18 to the contrary, in no event shall Tenant remove any improvement from the Premises as to which Landlord contributed payment, including, without limitation, the Tenant Improvements made pursuant to the Work Letter without Landlord’s prior written consent, which consent Landlord may withhold in its sole and absolute discretion. 18.10. Tenant shall pay to Landlord an amount equal to Landlord’s out-of-pocket costs for Landlord’s plan review, coordination, scheduling and supervision of Alterations. For purposes of payment of such sum, Landlord shall submit to Tenant copies of all bills, invoices and statements covering the costs of such charges, and Tenant shall pay such amount to Landlord within thirty (30) days after receipt. Tenant shall reimburse Landlord for any extra expenses incurred by Landlord by reason of faulty work done by Tenant or its contractors, or by reason of delays caused by such work, or by reason of inadequate clean-up. 18.11. Within sixty (60) days after final completion of the Tenant Improvements (or any other Alterations performed by Tenant with respect to the Premises), Tenant shall submit to Landlord documentation showing the amounts expended by Tenant with respect to such Tenant Improvements (or any other Alterations performed by Tenant with respect to the Premises), together with supporting documentation reasonably acceptable to Landlord. 18.12. Tenant shall require its contractors and subcontractors performing work on the premisesPremises to name Landlord and its affiliates and lenders as additional insureds on their respective insurance policies. 18.13. If Tenant removes sells any of the Landlord-Provided Equipment, in addition to any of Landlord’s other remedies under this Lease, at law or in equity, Tenant shall pay one hundred percent (100%) of the proceeds of such sale to Landlord promptly after such sale.

Alterations. Tenant shall not be permitted to make in accordance with all Laws, at any time during the Term its sole cost and expense and after receipt of this Lease make any openings in the roof or exterior walls of the Building or make any alterationall necessary permits and approvals, addition or improvement non-structural alterations and additions to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, ; provided the total cost of same does not exceed $25,000 cumulatively during each calendar year (the “Permitted Improvements”). Tenant however, shall first notify Landlord of such nonalterations or additions so that Landlord may post a Notice of Non-structural Alteration is less than Twenty Thousand Dollars Responsibility on the Premises. Within fifteen ($20,000.0015) per occurrence business days of Landlord’s receipt of Tenant’s written notice will any item comprising the Permitted Improvements, Landlord shall notify Tenant in writing, whether or not Landlord will require Tenant to remove such item from the Premises upon the expiration or earlier termination of this Lease. Except for the Permitted Improvements, Tenant shall not install any signs, fixtures, improvements, nor make or permit any other alterations or additions (individually, an “Alteration”, and less than Fifty Thousand Dollars ($50,000.00collectively, the “Alterations”) in the aggregate per calendar year. No Alteration to the Premises for without the prior written consent of Landlord, which consent shall not be unreasonably withheld so long as any such Alteration does not affect the Building systems or the structural integrity or structural components of the Premises or the Building. If any such Alteration is expressly permitted by Landlord’s consent is required , Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable deliver at least ten (10) days prior notice to Landlord, evidencing workmenfrom the date Tenant intends to commence construction, sufficient to enable Landlord to post a Notice of Non-Responsibility. In all events, Tenant shall obtain all permits or other governmental approvals prior to commencing any of such work and deliver a copy of same to Landlord. All Alterations shall be at Tenant’s compensation coveragesole cost and expense in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and insurance coverage shall be installed by a licensed, insured (and bonded, at Landlord’s option) contractor (reasonably approved by Landlord) in amounts satisfactory to Landlord compliance with all applicable Laws (including, but not limited to, the ADA), Development Documents, Recorded Matters, and protecting Landlord against public liability Rules and property damage Regulations. In addition, all work with respect to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall Alterations must be done in a good and workmanlike manner in manner. Landlord’s approval of any plans, specifications or working drawings for Tenant’s Alterations shall not create nor impose any responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any applicable laws, ordinances, rules and regulations of governmental law, statute, ordinance agencies or regulationauthorities. Upon completion In performing the work of any Alteration by such Alterations, Tenant shall have the work performed in such a manner as not to obstruct access to the Project, or the Common Areas for any other tenant of the Project, and as not to obstruct the business of Landlord or other tenants in the Project, or interfere with the labor force working in the Project. As Additional Rent hereunder, Tenant shall furnish reimburse Landlord, within thirty (30) days after receipt of written demand, for actual legal, engineering, architectural, planning and other reasonable expenses incurred by Landlord in connection with Tenant’s Alterations, plus Tenant shall pay to Landlord a copy fee equal to five percent (5%) of the total cost of the Alterations (provided, with respect to the Tenant Improvements described in Exhibit E to this Lease, Tenant shall not be obligated to pay the fee described in this Section 10.1 but shall be obligated to pay the CM Fee (as defined in Exhibit B)). If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance, in an amount approved by Landlord and such other insurance as built” plans covering Landlord may require, it being understood and agreed that all of such constructionAlterations shall be insured by Tenant in accordance with Section 12 of this Lease immediately upon completion thereof. Tenant, at its sole cost and expense, will make all Alterations on Tenant shall keep the Premises and the property on which may be necessary by the act or neglect Premises are situated free from any liens arising out of any other person work performed, materials furnished or corporation (public obligations incurred by or private)on behalf of Tenant. Tenant shall, except for Landlordprior to construction of any and all Alterations, cause its agents, employees or contractors. Before commencing any Alterations (acontractor(s) plans and specifications therefor, prepared by a licensed architect, shall be submitted and/or major subcontractor(s) to and approved provide insurance as reasonably required by Landlord, which approval shall not be unreasonably withheld or delayed; (b) and Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared provide such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory assurances to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, including without limitation: (a) contractor, waivers of lien, surety company performance bonds as Landlord shall require to assure payment of the costs thereof to protect Landlord and the Project from and against any loss from any mechanic’s, materialmen’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesor other liens.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationwill not, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s 's prior written consent, provided make alterations, additions or improvements in or about the total cost Premises and will not do anything to or on the Premises which will increase the rate of fire insurance on the Building. It is expressly understood and agreed that, other than the Tenant Improvements, Landlord is not requiring Tenant to make such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence improvements to the Premises, and less than Fifty Thousand Dollars ($50,000.00) Landlord and Tenant agree that no improvements by Tenant shall be deemed "Improvements," within the meaning of the Florida Construction Lien Law. All contractors, subcontractors, mechanics, laborers, materialmen, and others who perform any work, labor or services, or furnish any materials, or otherwise participate in the aggregate per calendar year. No Alteration improvement of the Premises shall be and are hereby given notice that Tenant is not authorized to subject Landlord's interest in the Building or the Property to any claim for construction, mechanics', laborers' and materialmen's liens, and all persons dealing directly or indirectly with Tenant may not look to the Premises as security for payment. Landlord has recorded a notice of the foregoing in the Public Records of Palm Beach County, Florida, pursuant to the provisions of Section 713.10, Florida Statutes. Tenant shall save Landlord harmless from and against all expenses, liens, claims or damages to either property or person which Landlord’s consent is required may or might arise by reason of the making of any such additions, improvements, alterations and/or installations by Tenant. Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate regard to all improvements and alterations made to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off about the Premises, arising out including, without limitation, the Tenant Improvements, comply with the building codes, regulations and laws now or hereafter to be made or enforced in the municipality, county and/or state which have jurisdiction over such work. All alterations, additions or improvements of and during the making of such Alterations. Any Alteration a permanent nature made or installed by Tenant hereunder to the Premises shall be done in a good and workmanlike manner in compliance with any applicable governmental lawbecome the property of Landlord at the expiration of this Lease, statuteunless Landlord, ordinance or regulationby Notice to Tenant given no later than thirty (30) days prior to the end of the Lease, elects to relinquish its right thereto. Upon completion of any Alteration by Tenant hereunderIn such event, Tenant shall furnish Landlord with a copy of remove the “as built” plans covering such construction. Tenant, same at its sole cost and expense, will make all Alterations on expense and shall repair any damage to the Building or the Premises which may be necessary caused by said removal. Prior to making any alterations, including the act or neglect of any other person or corporation Tenant Improvements, Tenant (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (ai) shall submit to Landlord detailed plans and specifications therefor(including layout, prepared by architectural, mechanical and structural drawings) for each proposed alteration drawn in compliance with all applicable codes, ordinances and laws and shall not commence any such alteration without first obtaining Landlord's written approval of such plans and specifications, it being understood that neither Landlord's approval of such plans and specifications nor the construction of such Tenant Improvements pursuant to a licensed architectcontract between Landlord and a contractor, shall be submitted to deemed a warranty or representation by Landlord that the plans and specifications for such Tenant Improvements comply with applicable codes, ordinances and laws, (ii) shall, at its expense, obtain all permits, approvals and certificates required by any government or quasi-governmental bodies and ensure that all work is performed in strict accordance with the plans and specifications approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (biii) Tenant shall furnish to Landlord an estimate evidence of the cost of the proposed workinsurance for worker's compensation (covering all persons to be employed by Tenant, certified by the architect who prepared and Tenant's contractors and subcontractors in connection with such plans alteration) and specifications; comprehensive public liability (cincluding property damage coverage) all contracts insurance in such form, with such companies, for any proposed work shall be submitted to such periods and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as Landlord may be reasonably require, naming Landlord and its agents 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 or quasi-governmental bodies, if applicable, and shall furnish Landlord naming Landlord with copies thereof. All alterations shall be constructed in a good, workmanlike manner and strictly conform to the plans and specifications approved by Landlord; shall be of a quality that equals or exceeds the then current standard for the Building; all materials and equipment to be incorporated in the Premises as an additional insured a result of all alterations shall be new and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurancefirst quality; and (d) statutory worker’s compensation coverage and employer’s liability coverageno such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. Prior Landlord, at its option, may require Tenant to remove any additions installed by Tenant and/or repair any alterations made by Tenant to the commencement Premises, at Tenant's sole cost and expense, if such physical additions and/or alteration (i) were not pre-approved by Landlord in accordance with the provisions of any construction activity, certificates this Subparagraph B; or (ii) the contractor performing such work was not approved of by Landlord in accordance with the provisions of Subparagraph 7D below; or (iii) the quality of workmanship and/or quality of materials utilized in connection with such insurance coverages shall be provided to work do not comply with the standards set forth in this Subparagraph B; or (iv) such work was not performed in strict accordance with the plans and specifications approved by Landlord. Before commencing If Landlord elects to require that Tenant remove any Alterationsuch additions or repair any such alterations in accordance with the prior paragraph, Tenant shall provide do so within thirty (30) days of the date Landlord gives Tenant Notice of Landlord's election. If Tenant fails to correct such matters with a written certification that said thirty (30) day period, Landlord, may, but shall not be obligated to, remove such additions and/or repair such alterations and Tenant shall reimburse Landlord for all costs therefor, plus twenty percent (20%) to reimburse Landlord for its overhead and construction management services associated therewith. Tenant shall not, at any time prior to or during the Alteration does not have Term, directly or indirectly employ, or permit the employment of, any adverse environmental impact on contractor, mechanic or laborer in the premisesPremises, whether in connection with any alteration or otherwise, if such employment will unreasonably interfere or cause any material conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the Building by Landlord, Tenant or others. In the event of any such unreasonable interference or material conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. All alterations to which Landlord has consented shall be at Tenant's sole cost and expense, unless such alterations are Tenant Improvements for which an Improvement Allowance (defined below) shall be paid.

Alterations. Following the construction of the initial Tenant Improvements in the Premises by Tenant pursuant to the provisions of the Work Agreement (Exhibit D) attached hereto, Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, the “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld, conditioned or delayed so long as any such proposed Alterations will not adversely affect the Building Structure, the Building Systems or any other portion of the Business Park; except for the installation of unattached, movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises. Notwithstanding Tenant shall furnish complete plans and specifications to Landlord for its approval at the preceding sentencetime Tenant requests Landlord’s consent to any Alterations if the desired Alterations: (i) may affect the Building’s Systems or Building’s Structure; (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; (iii) will cost in excess of Two Hundred Thousand Dollars ($200,000.00); or (iv) will require a building permit or similar governmental approval to undertake. Subsequent to obtaining Landlord’s consent and prior to commencement of the Alterations, Tenant shall deliver to Landlord any building permit required by applicable Law and a copy of the executed construction contract(s). Tenant shall reimburse Landlord within ten (10) days after the rendition of a bill for all of Landlord’s actual out-of-pocket costs incurred in connection with any Alterations, including all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant’s plans and specifications and for the monitoring of construction of the Alterations, not to exceed Ten Thousand Dollars ($10,000) per project. If Landlord consents to the making of any Alteration, such Alteration shall be made by Tenant at Tenant’s sole cost and expense by a contractor approved in writing by ▇▇▇▇▇▇▇▇, such approval not to be unreasonably withheld, conditioned or delayed. Tenant shall require its contractor to maintain insurance in such amounts and in such form as Landlord may make non-structural Alterations without obtaining require. Without Landlord’s prior written consent, provided Tenant shall not use any portion of the total cost Common Areas either within or without the Project or Complex, as applicable, in connection with the making of any Alterations. If the Alterations which Tenant causes to be constructed result in Landlord being required to make any alterations and/or improvements to other portions of the Project or Complex, as applicable, in order to comply with any applicable Laws, then Tenant shall reimburse Landlord within thirty (30) days of Landlord’s demand for all costs and expenses incurred by Landlord in making such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations and/or improvements. Any Alterations made by Tenant shall become the property of Landlord upon installation and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to shall remain on and be surrendered with the Premises for which upon the expiration or sooner termination of this Lease, unless as part of Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished to an Alteration, Landlord with a satisfactory certificate designates that it will require the removal and repair of such Alteration at the expiration or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to earlier termination of the Lease. If Landlord and protecting Landlord against public liability and property damage to any person or property, on or off requires the Premises, arising out of and during the making removal of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make forthwith and with all due diligence (but in any event not later than ten (10) days after the expiration or earlier termination of the Lease) remove all or any portion of any Alterations on made by Tenant which are designated by Landlord to be removed (including without limitation stairs, bank vaults, and cabling, if applicable) and repair and restore the Premises which may be necessary in a good and workmanlike manner to a condition that is substantially similar to their original condition, reasonable wear and tear and modifications due to a change in applicable Law excepted. All construction work done by Tenant within the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, Premises shall be submitted performed in a good and workmanlike manner with new or like-new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other construction in progress and approved with the transaction of business in the Project or Complex, as applicable. ▇▇▇▇▇▇ agrees to indemnify, defend and hold Landlord harmless against any loss, liability or damage resulting from such work in accordance with Section 11(d) hereof, and Tenant shall, if requested by Landlord, which furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. The foregoing indemnity shall survive the expiration or earlier termination of this Lease. Landlord’s consent to or approval of any alterations, additions or improvements (or the plans therefor) shall not be unreasonably withheld constitute a representation or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved warranty by Landlord, which approval shall not be unreasonably withheld nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or delayed; with all applicable Laws, and (d) Tenant shall either furnish to Landlord be solely responsible for ensuring all such compliance. All voice, data, video, audio and other low voltage control transport system cabling and/or cable bundles installed in the Building by Tenant or its contractor shall be (A) plenum rated and/or have a bond composition makeup suited for its environmental use in form accordance with NFPA 70/National Electrical Code; (B) labeled every 3 meters with the Tenant’s name and substance satisfactory to Landlordorigination and destination points; (C) installed in accordance with all EIA/TIA standards and the National Electric Code; (D) installed and routed in accordance with a routing plan showing “as built” or “as installed” configurations of cable pathways, or such other security reasonably satisfactory to Landlord to insure payment for the completion outlet identification numbers, locations of all work free wall, ceiling and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by floor penetrations, riser cable routing and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityconduit routing (if applicable), worker’s compensation and such other liability insurance in such amounts information as Landlord may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coveragerequest. Prior to the commencement of any construction activity, certificates of such insurance coverages The routing plan shall be provided available to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that and its agents at the Alteration does not have any adverse environmental impact on the premisesBuilding upon request.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings Except for non-structural, non-exterior, non-building systems alterations costing less than $50,000 in the roof aggregate in any 12-month period, Tenant may make no alterations or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord, which Landlord may not unreasonably withhold, condition or delay; provided that irrespective of the cost of an alteration, any alteration that is structural, effects building systems or is to the exterior of the Premises shall required the prior written consent of Landlord, which consent may be withheld in Landlord’s sole discretion. At the time that Landlord gives consent, as Landlord will state whether Landlord will require Tenant to non-structural or non-systems repairs, remove the alterations at the end of the Lease Term and to restore the Premises to their condition before Tenant made the alterations. Tenant shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make noninstall any “through-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such nonthe-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) wall” or “through-the-window” heaters or air-conditioners in the aggregate per calendar yearPremises. No Alteration Tenant shall make any approved alterations in accordance with all applicable laws and regulations, with all required building permits, and with arrangements acceptable to Landlord to eliminate risk of mechanic’s or construction liens attaching to the Building or to the Premises. Tenant indemnifies Landlord against any cost or expense incurred by Landlord to investigate, contest, or satisfy any mechanic’s or construction lien on the Building or the Premises that results from any alterations authorized or contracted for which Landlord’s consent is required by Tenant. All alterations shall be commenced made by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenat Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on including any alterations required to the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees Building that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably are required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior alteration Tenant makes to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises.

Alterations. Tenant “Alterations” shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make mean any alteration, addition addition, or improvement in or on or to the Premises (collectivelyof any kind or nature, “including any improvements made, except for the Tenant Improvements. Tenant shall make no Alterations”) , other WPBDOCS 8493398 5 7/29/14 11 than decorative Alterations, such as painting, wall coverings, floor coverings or other non-structural alterations for which no building permit is required and which do not affect any portion thereof withoutBuilding systems, and in each instancethe aggregate cost less than $25,000, without the prior written consent of Landlord, which consent may be withheld or conditioned in Landlord’s sole discretion. However, Landlord which consent, as will not unreasonably withhold or delay consent to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentinterior Alterations, provided that they do not involve demolition of improvements, affect utility services or Building systems, are not visible from outside the total cost Premises, and do not require other alterations, additions, or improvements to areas outside the Premises. Tenant shall reimburse Landlord, on demand, for the actual out-of-pocket costs for the services of such nonany third party employed by Landlord to review or prepare any Alteration-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises related plan or other document for which Landlord’s consent or approval is required shall be commenced required. If requested by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Tenant, if Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on its agent or off contractor performs or supervises the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion performance of any Alteration by Tenant hereunderAlterations, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay to Landlord an estimate amount equal to 5% of the cost of the proposed work, certified as a supervisory fee Except as expressly set forth in this Lease, Landlord has made no representation or promise as to the condition of the Premises, Landlord shall not perform any alterations, additions, or improvements to make the Premises suitable and ready for occupancy and use by Tenant, and Tenant shall accept possession of the architect who prepared such plans and specifications; (c) all contracts Premises in its then “as-is”, “where-is” condition, without representation or warranty of any kind by Landlord. Except for any proposed work shall to be submitted to and approved performed by Landlord, which approval shall not be unreasonably withheld before any Alterations are undertaken by or delayed; and (d) on behalf of Tenant, Tenant shall either furnish deliver to Landlord a bond in form any governmental permit required for the Alterations and substance satisfactory shall require any contractor performing work on the Premises to obtain and maintain, at no expense to Landlord, workers’ compensation insurance as required by law, builder’s risk insurance in the amount of the replacement cost of the applicable Alterations (or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be amount reasonably required by Landlord naming Landlord as Landlord), commercial general liability insurance, and auto liability insurance (to include all automobiles owned, leased, hired or borrowed), written on an additional insured occurrence basis with minimum limits of $2 million per occurrence limit, $2 million general aggregate limit, $2 million personal and providing liability advertising limit, and $2 million products/completed operations limit; which coverage during all phases of construction includinglimits may be effected with umbrella coverage (including contractual liability, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory workercontractor’s compensation coverage and employer’s protective liability coverage). Prior Contractor’s insurance shall contain an endorsement insuring the Landlord and its managing agent (and, if requested, Landlord’s mortgagee) as additional insureds and shall be primary over any other coverage available to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, All Alterations by Tenant shall provide Landlord also comply with a written certification that Landlord’s rules and requirements for contractors performing work in the Alteration does not have any adverse environmental impact on the premisesProject.

Alterations. A. Save and except for the alterations to be made by Tenant pursuant to Exhibit G hereto, Tenant shall not at any time during the Term of make or allow to be made (except as otherwise provided in this Lease make Agreement) any openings alterations or physical additions (including fixtures) in or to the roof Leased Premises, without first obtaining the written consent of Landlord; provided, however, Landlord's consent to (i) any alterations or exterior walls physical additions (including fixtures) to the Leased Premises which do not affect the HVAC, plumbing, electrical, fire protection or mechanical systems or structural elements of the Leased Premises or the Building or make any alteration(ii) the placement of safes, addition vaults or improvement to other heavy furniture or equipment within the Leased Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentenceforegoing, from and after the Commencement Date, Tenant may make non-structural Alterations (i) install and replace carpeting and other floor coverings as well as wallpaper, paint and other wall treatments within the interior areas of the Leased Premises not accessible to the general public without obtaining Landlord’s prior written consent's consent and (ii) provided Tenant removes the same at the termination of the Lease Agreement and returns the Leased Premises to the condition it was in as of the Commencement Date (ordinary wear and tear, provided the total cost casualty and condemnation excepted) as set forth in Section 11 below, install and replace temporary cubicle dividers having a maximum height of such non-structural Alteration is five (5) feet or less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) within offices in the aggregate per calendar year. No Alteration Leased Premises not accessible to the Premises for which general public, and install and replace tenant's telephonic and telecommunications equipment, all without Landlord’s consent is required 's consent. Landlord acknowledges that Tenant may install and replace certain high volume reproductive copying systems and other heavy equipment on the first floor of the Building and the same shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory Landlord provided they are limited to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out first floor of and during the making of such AlterationsBuilding. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderIn addition, Tenant shall furnish not be permitted to take x-rays or core drill or penetrate the floor of the Leased Premises or any other floor of the Building without first obtaining the Landlord's consent, not to be unreasonably withheld, conditioned or delayed. The reasonable cost of any consultant or engineer hired by Landlord in connection with such work undertaken by Tenant shall be paid for by Tenant as additional rent hereunder. Tenant shall submit requests for consent to make alterations or physical additions together with copies of the plans and specifications for such alterations. Subsequent to obtaining Landlord's consent and prior to commencement of construction of the alterations or physical additions, Tenant shall deliver to Landlord the building permit, a copy of the “executed construction contract covering the alterations and physical additions and evidence of contractor's and subcontractor's insurance, such insurance being with such companies, for such periods and in such amounts as Landlord may reasonably require, naming the Landlord Parties (as defined on Exhibit I) as additional insureds. Tenant shall pay to Landlord upon demand a review fee in the amount of Landlord's actual costs incurred to compensate Landlord for the reasonable cost of review and approval of the plans and specifications and for additional reasonable administrative costs incurred in monitoring the construction of the alterations. Tenant shall deliver to Landlord a copy of the "as-built” " plans covering and specifications for all alterations or physical additions so made in or to the Leased Premises, and shall reimburse Landlord for the reasonable cost incurred by Landlord to update its current architectural plans for the Building. B. Tenant shall indemnify, defend (with counsel reasonably acceptable to Landlord) and hold harmless the Landlord Parties from and against all costs (including attorneys' fees and costs of suit), losses, liabilities, or causes of action arising out of or relating to any alterations, additions or improvements made by Tenant to the Leased Premises, including but not limited to any mechanics' or materialmen's liens asserted in connection therewith. C. Tenant shall not be deemed to be the agent or representative of Landlord in making any such constructionalterations, physical additions or improvements to the Leased Premises, and shall have no right, power or authority to encumber any interest in the Complex in connection therewith other than Tenant's leasehold estate under this Lease Agreement. However, should any mechanics' or other liens be filed against any portion of the Complex or any interest therein (other than Tenant's leasehold estate hereunder) by reason of Tenant's acts or omissions or because of a claim against Tenant or its contractors, Tenant shall cause the same to be canceled or discharged of record by bond or otherwise within thirty (30) days after notice by Landlord. If Tenant shall fail to cancel or discharge said lien or liens, within said thirty (30) day period, which failure shall be deemed to be a Tenant Event of Default hereunder without the necessity of any further notice, Landlord may, at its sole option and in addition to any other remedy of Landlord hereunder, cancel or discharge the same and upon Landlord's demand, Tenant shall promptly reimburse Landlord for all costs incurred in canceling or discharging such lien or liens. D. Tenant shall cause all alterations, physical additions, and improvements (including fixtures), constructed or installed in the Leased Premises by or on behalf of Tenant to comply with all applicable governmental codes, ordinances, rules, regulations and laws. Tenant acknowledges and agrees that neither Landlord's review and approval of Tenant's plans and specifications nor its observation or supervision of the construction or installation thereof shall constitute any warranty or agreement by Landlord that same comply with such codes, ordinances, rules, regulations and laws or release Tenant from its obligations under this Section 10.D. E. Tenant shall be wholly responsible for any accommodations or alterations that are required by applicable governmental codes, ordinances, rules, regulations and laws to be made to the interior of the Building to accommodate disabled employees and customers of Tenant, including, without limitation, compliance with the Americans with Disabilities Act (42 U.S.C. §§ 12101 et seq.) and the Texas Architectural Barriers Act (Texas Government Code, Chapter 469) (collectively, the "Accommodation Laws"). Except to the extent provided below. Landlord shall be responsible for making all accommodations and alterations to the areas outside of the Building necessary to comply with the Accommodation Laws. Notwithstanding the foregoing, Landlord may perform, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary any accommodations or alterations that are required by the act Accommodation Laws or neglect that are required by any governmental official acting pursuant to the Accommodation Laws to any area outside of the Building which are triggered by any other person alterations or corporation (public additions to the Leased Premises or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans by the proposed use of the Leased Premises as described in Section 3 and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to reimburse Landlord an estimate of the for such cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesexpense upon demand.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, (collectively referred to herein as "alterations") without (i) the prior written consent of Landlord which consentLandlord, as to non-structural (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or non-systems repairs, shall not be unreasonably withheldsimilar body. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided alterations costing in the total cost of such non-structural Alteration is aggregate less than Twenty Five Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.005,000) in any one year of the aggregate per calendar yearterm without the prior written consent of Landlord, provided that Tenant promptly informs Landlord in writing of the nature of the alterations, the cost thereof and the contractor engaged or proposed to be engaged to perform such work, and provided further that all such work complies with clauses (ii) and (iii) above. No Alteration Landlord's consent to any requested alteration shall not create on the part of Landlord or cause Landlord to incur any responsibility or liability for such alteration's compliance with all laws, rules and regulations of federal, state, county, municipal and other governmental authorities. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall at once become a part of the Premises and belong to Landlord. Without limiting the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of the lease. Regardless of whether Landlord's consent is required in connection with the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to time designate. Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon Tenant's request, Landlord shall advise Tenant in writing whether it reserves the right to require Tenant to remove any Alterations from the Premises upon termination of the Lease. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises for which Landlord’s consent caused by such removal and shall restore the Premises to the surrender condition as provided in paragraph 23 herein. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term any alteration, addition or change of the Premises is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic authority, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will shall promptly make all Alterations on the same. If during the term any alterations, additions or changes to the Common Area or to the Project in which the Premises which may be necessary is located is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except and it is impractical in Landlord's judgment for Landlordthe affected tenants to individually make such alterations, its agentsadditions or changes, employees Landlord shall make such alterations, additions or contractors. Before commencing any Alterations (a) plans changes and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate of as provided in paragraph 16. All trade fixtures, personal property and Alterations installed in the cost of the proposed work, certified by the architect who prepared such plans and specifications; Premises at Tenant's expense (c"Tenant's Property") all contracts for any proposed work shall be submitted to deemed Tenant's property and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish be entitled to Landlord a bond in form all depreciation, amortization and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord tax benefits with a written certification that the Alteration does not have any adverse environmental impact on the premisesrespect thereto.

Alterations. 9.1 The initial improvement of the Premises shall be accomplished by Landlord in accordance with Exhibit D (Demising walls), Landlord is under no obligation to make any alterations, decorations, additions, improvements, demolition's or other changes (collectively "alterations") in or to the Premises except as set forth in Exhibit D. 9.2 Tenant shall not at any time during the Term of this Lease make or permit anyone to make any openings Alteration in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the Building without Landlord's prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall which consent may not be unreasonably withheld. Notwithstanding the preceding sentence, Any Alteration which Landlord permits Tenant may to make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations made: (a) in a good, workmanlike, first-class and prompt manner; (b) using new materials only; (c) by a contractor of Tenant's choice and approved by Landlord and in accordance with plans and specifications thereforconsented to in writing by Landlord; (d) in accordance with legal requirements (including, prepared by without limitation, the Americans With Disabilities Act) and requirements of any insurance company insuring the Building; (e) after obtaining any required consent of the holder(s) of any Mortgage; (f) after obtaining a licensed architect, shall be submitted to and workmen's compensation insurance policy approved by Landlord, which wherein such approval shall is not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedwithheld; and (dg) in compliance with such other reasonable requirements as Landlord might impose. If any lien (or a petition to establish a lien) is filed in connection with any Alteration, then such lien (or petition) shall be discharged by Tenant at Tenant's expense within ten (10) days thereafter by the payment thereof or filing of a bond acceptable to Landlord. Landlord's consent to the making of an Alteration shall be deemed not to constitute Landlord's consent to subject its interest in the Premises or the Building or the Land to liens which may be connection therewith. 9.3 If any Alteration is made without Landlord's prior consent, then Landlord shall have the right, in addition to exercising all other available remedies, at Tenant's expense to remove and correct such Alteration, and restore the Premises and the Building to their condition immediately prior thereto or to require Tenant to do the same. Unless Landlord elects otherwise pursuant to this Section 9.3, all Alterations, except additions of removable furniture, equipment, and furnishings, and trade fixtures, to the Premises or the Building made by either party shall immediately become Landlord's property (provided, however, that during the Lease Term Tenant shall either furnish retain an insurable interest in such Alterations) and shall remain upon and be surrendered with the Premises at the expiration or earlier termination of the Lease Term; provided, however, that if Tenant is not in default under this Lease, then Tenant shall have the right to Landlord a bond remove, prior to the expiration or earlier termination of the Lease Term, all movable or removable furniture, equipment and furnishings, and trade fixtures installed on the Premises solely at Tenant's expense. Notwithstanding anything of the foregoing to the contrary in form and substance satisfactory to Landlordthis Section 9.3, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall also be required shall obtain commercial general liabilityto remove all Alterations, worker’s compensation removable or attached, at Landlords discretion, to Premises or the Building and such other liability insurance all non-trade fixtures and equipment which Landlord has not previously approved for installation and which Landlord designates in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: writing for removal (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages which designation shall be provided to Tenant prior to the expiration or earlier termination of the Lease Term) and Tenant shall be required to remove all telephone and data cabling installed by or on behalf of Tenant not used by or accepted by subsequent Tenants (collectively "Cabling"). Movable or removable furniture, equipment and furnishings, and trade fixtures shall be deemed to exclude any item which would normally be removed or detached from the Premises with the assistance of any tool or machinery other than a hand truck equipped with rubber tires and other devices used by professional movers. Landlord shall have the right to repair or replace at Tenant's reasonable expense all damage to the Premises or the Building caused by any such removal or to require Tenant to do the same. If any such furniture, furnishings or trade fixtures is not removed by Tenant prior to the expiration or earlier termination of the Lease Term, then the same shall, at Landlord. Before commencing 's option, become Landlord's property and shall be surrendered with the Premises as a part thereof; provided, however, that Landlord shall have the right to remove from the Premises at Tenant's Expense such furniture, equipment and furnishings, or trade fixtures and any Alteration, Tenant shall provide non-trade fixture or equipment (which Landlord with a written certification that the Alteration does not have designates in writing for removal) and any adverse environmental impact on the premisesCabling.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, (collectively referred to herein as "alterations") without (i) the prior written consent of Landlord which consentLandlord, as to non-structural (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or non-systems repairs, shall not be unreasonably withheldsimilar body. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) alterations costing in the aggregate per calendar yearless than one thousand dollars ($1,000.00) in any one year of the term without the prior written consent of Landlord, provided that such alterations do not materially reduce the marketability of the Premises, and that Tenant promptly informs Landlord in writing of the nature of the alterations, the cost thereof and the contractor engaged or proposed to be engaged to perform such work, and provided further that all such work complies with clauses (ii) and (iii) above. No Alteration Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall at once become a part of the Premises and belong to Landlord. Without limiting the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, buss ▇▇▇ts, main and subpanels), air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of the lease. Regardless of whether Landlord's consent is required in connection with the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to time designate. Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises for which Landlord’s caused by such removal; provided, however, upon Tenant's written request, Landlord shall inform Tenant at the time of consent to such alteration whether Landlord shall require Tenant to remove such alteration at the expiration of the term. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term, and subject to paragraph 7 above, any alteration, addition or change of the Premises or the Project is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic or quasi-public authority, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will shall promptly make all Alterations on the same. If during the term any alterations, additions or changes to the Common Area or to the Project in which the Premises which may be necessary is located is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except and it is impractical in Landlord's judgment for Landlordthe affected tenants to individually make such alterations, its agentsadditions or changes, employees Landlord shall make such alterations, additions or contractors. Before commencing any Alterations (a) plans changes and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesparagraph 16.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement to the Premises improvements (collectively, “Alterations”) in or any portion thereof without, in each instance, to the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations Premises without obtaining Landlord’s prior written consent, provided which consent may be withheld in Landlord’s sole discretion. Notwithstanding the total cost of such foregoing. Landlord shall not unreasonably withhold its consent to any proposed interior, non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00Alteration(s) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which are not visible from the exterior of the Premises and do not affect the electrical, plumbing, sewer and/or life safety systems of the Building. Tenant shall only utilize contractors approved by Landlord’s consent is . Tenant shall, before making any Alterations, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or deliver promptly duplicates of all such permits, approvals and certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverageand Tenant agrees to carry, and insurance coverage in amounts satisfactory to Landlord cause Tenant’s contractors and protecting Landlord against public liability sub-contractors to carry such w▇▇▇▇▇▇’▇ compensation, general liability, personal and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationinsurance as Landlord may reasonably require. Upon completion of any Alteration by Tenant hereunderAlteration, Tenant shall furnish deliver to Landlord with a copy one set of the “as as-built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor. All fixtures and paneling, prepared partitions, railing and like Alterations, installed in the Premises, either by a licensed architectTenant or by Landlord on Tenant’s behalf, shall become the property of Landlord and shall remain upon and be submitted surrendered with the Premises upon the expiration or earlier termination of this Lease, unless Landlord, by notice to Tenant given at the time of the consent to such Alteration, elects to have them removed by Tenant, in which event, the same shall be removed from the Premises by Tenant. For so long as Tenant is not in default under this Lease, nothing in this Section shall be construed to give Landlord title to or to prevent Tenant’s removal of trade fixtures, moveable office furniture and approved equipment, but upon removal of any such equipment and fixtures from the Premises or upon removal of other installations as may be required by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish immediately and at its expense, repair and restore the Premises to Landlord an estimate the condition existing prior to installation (subject to ordinary wear and tear) and repair any damage to the Premises or the Building or the Project due to such removal. All property that was permitted or required to be removed by Tenant at the end of the cost Term but which remains in the Premises after the expiration or earlier termination of the proposed workTerm of this Lease shall conclusively be deemed abandoned and may, certified by at the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by election of Landlord, which approval shall not either be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which retained as Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as property or may be reasonably required removed from the Premises by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractorat Tenant’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesexpense.

Alterations. 10.1 The parties acknowledge that Tenant shall perform certain Leasehold Improvements (as defined in Exhibit D hereto) as described in the Work Letter attached hereto as Exhibit D. Except for the Leasehold Improvements, which shall be governed by the terms and conditions of the Work Letter and not this Article 10, Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, improvements, additions or exterior walls of the Building or make any alterationrepairs (including without limitation, addition or improvement to the Premises (collectivelyMajor Alterations, collectively “Alterations”) or any portion thereof without, in each instance, to the prior Premises without first obtaining Landlord’s written consent of Landlord thereto, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding , conditioned or delayed; provided, however, (1) that Landlord may withhold its consent in its sole discretion to any Alterations which (a) are visible from the preceding sentenceexterior of the Buildings or the Project, Tenant (b) may make non-affect the Core Building Systems or any structural Alterations without obtaining Landlord’s prior written consentcomponents of the Buildings, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars or ($20,000.00c) per occurrence are prohibited by any Requirements (individually and less than Fifty Thousand Dollars collectively, a “Major Alteration”) and ($50,000.002) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is not required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such for Permitted Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental lawAs used herein, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as builtPermitted Alterations” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any means Alterations (a) plans that are not Major Alterations and specifications therefor, prepared (b) that cost less than one hundred thousand and 00/100 dollars ($100,000.00) for each project. Tenant may perform Permitted Alterations so long as Tenant informs Landlord in reasonable detail of the nature of the Permitted Alteration and otherwise complies with the provisions of this Article 10. Landlord may require that any alterations that affect the Core Building Systems or the structural components of the Buildings be performed by a licensed architect, shall be submitted to and contractor approved by Landlord, which approval shall not be unreasonably withheld withheld, conditioned or delayed. 10.2 Prior to commencing any Alteration other than a Permitted Alteration, Tenant shall submit detailed plans and specifications for Landlord’s review and approval. Landlord shall notify Tenant of its approval or disapproval of such plans and specification and the work described therein within fifteen (15) Business Days of receipt thereof. Landlord shall state in writing and in reasonable detail any objection to such Alteration. Tenant may revise its plans and specifications to incorporate such comments and, if Tenant does so, it may again request Landlord’s consent pursuant to the process described above. Neither approval of the plans and specifications nor supervision of the Alteration by Landlord shall constitute a representation or warranty by Landlord as to the accuracy, adequacy, sufficiency or propriety of such plans and specifications or the quality of workmanship or the compliance of such Alteration with Requirements. If Tenant desires to revise any plans and specifications to any material extent after obtaining Landlord’s approval thereof, Tenant shall re-submit such plans and specifications to Landlord for its approval as provided above. 10.3 All Alterations shall (a) be performed in such a manner as to maintain harmonious labor relations; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specificationsperformed in compliance with good construction safety practices; (c) comply with all contracts for any proposed work shall applicable Requirements; (d) be submitted to completed promptly and in a good and workmanlike manner and in accordance with the plans and specifications reasonably approved by Landlord, which approval shall if required; (e) not unreasonably disturb Landlord or other tenants in the Project; (f) be unreasonably withheld or delayedperformed at Tenant’s sole cost and expense; (g) be performed pursuant to validly issued building and construction permits; and (dh) Tenant shall either furnish to Landlord a bond in form be performed by contractors and substance satisfactory to Landlord, or such other security subcontractors reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required approved by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of such work who possess the requisite experiences, personnel, financial strength and other resources necessary to perform and complete the proposed Alteration in a good and workmanlike lien free manner while preserving all existing warranties related to the Premises of which Landlord has informed Tenant in writing. After completion of any construction activityAlterations, certificates Tenant will deliver to Landlord (1) a copy of “as built” plans and specifications depicting and describing such insurance coverages shall be provided to LandlordAlterations and (2) final sworn owners and contractors’ statements and unconditional, full and final lien waivers covering all labor and materials included in such Alteration. Before commencing During the performance of any AlterationAlterations, Tenant shall provide maintain, and shall cause its contractors to maintain, the insurance coverage described in Section 14.1A(v). 10.4 Each Alteration made by Tenant in or upon the Premises (excepting only Tenant’s furniture, equipment and trade fixtures), whether temporary or permanent in character, shall remain upon the Premises and shall become Landlord’s property at the expiration or sooner termination of this Lease without compensation to Tenant; provided, however, that Landlord with a written certification shall have the right to elect at the time Landlord gives its consent for such Alteration to require Tenant to remove that Alteration immediately prior to the termination of this Lease. To the extent specifically requested in writing by Tenant, Landlord shall inform Tenant at the time Landlord consents to any Alteration whether Landlord shall require removal of such Alteration at the expiration or termination of this Lease. In addition, upon Tenant’s request regarding specific existing or contemplated Permitted Alterations, Landlord shall inform Tenant if Landlord will require Tenant to remove such Permitted Alterations at the expiration or earlier termination of this Lease. Tenant shall, at its cost and expense, effect such removal and restore the Premises to the condition substantially similar to that existing immediately prior to the construction of the Alteration does not have on or before the expiration or termination of this Lease, subject to normal wear and tear and the terms of Article 15 and 16 below. The provisions of this Section 10.4 shall survive the expiration or any adverse environmental impact on the premisesearlier termination of this Lease.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationnot, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the without Landlord’s prior written consent of Landlord (which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld, conditioned or delayed by Landlord), make or cause to be made any “material” Tenant Improvements. Notwithstanding For purposes of this Lease the preceding sentenceterm “material” Tenant Improvements shall mean all Tenant Improvements which (i) affect the structure, systems (i.e. electrical, mechanical, plumbing, sewerage, elevator and/or “HVAC”) or exterior appearance of the Facility, (ii) reduce the present fair market value of the Premises by more than $10,000.00 in any one (1) instance or by more than $100,000.00 in the aggregate, (iii) require the demolition of existing improvements on the Premises which, taken together with the additions to be made by Tenant, result in a net reduction in the present fair market value by more than $10,000.00 in any one (1) instance or by more than $100,000.00 in the aggregate, or (iv) cost in excess of $10,000.00 (it being hereby agreed to that the various dollar amounts set forth above in this sentence shall each be increased by three percent (3%) for each Lease Year during the Term following the first Lease Year). The phrase material Tenant may make non-structural Alterations without obtaining Landlord’s Improvements shall not include wallpaper or carpeting that needs to be replaced, or other cosmetic changes to the interior of the Premises. Tenant shall give Landlord prior written consentnotice of any intended Tenant Improvements, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which whether or not Landlord’s consent is required for such work. Tenant may, but shall not be required to, request that Landlord agree in writing prior to the installation of a specific Tenant Improvement that Tenant may remove such Tenant Improvement at the expiration or earlier termination of this Lease. All Tenant Improvements, whether made by Landlord or Tenant in or upon the Premises shall, unless Landlord has consented to or requests their removal by Tenant, become Landlord’s property and shall remain upon the Premises at the termination of the Lease by lapse of time or otherwise, without compensation to Tenant. If, prior to the installation of any Tenant Improvements, Landlord agrees that such Tenant Improvements can remain or must be removed upon the expiration of the Term, Landlord’s decision shall be commenced by Tenant until Tenant has furnished irrevocable unless the parties otherwise mutually agree in writing. If Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off requires the Premises, arising out of and during the making removal of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderitems as provided above, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make remove such items prior to the termination of the Lease or Tenant’s right to possess the Premises, and repair any damage to the Premises caused by the installation of such items and/or by their removal, failing which Landlord may remove the same and repair the Premises and Tenant shall pay the cost thereof to Landlord upon demand. Notwithstanding anything contained herein to the contrary the following items of property may be removed from the Premises by Tenant if such removal may be done without material structural damage to the Facility: Tenant’s movable furniture and other personal property, and, to the extent not included in the Plans or installed as a replacement of items included in the Plans: Tenant’s trade fixtures and equipment. If Tenant does not remove such property by the earlier of (i) the date when Tenant vacates the Premises, and (ii) the expiration of the Term or sooner termination of this Lease or Tenant’s right to possess the Premises, then Landlord may, at its option and at Tenant’s sole cost and expense, remove (and repair or restore any damage to the Premises caused by such removal), store and warehouse such property at a location or locations determined by Landlord in its sole discretion. Regardless or whether Landlord elects to take any of the actions specified in the immediately preceding sentence, within fifteen (15) days after the later to occur of the date of eviction, expiration or termination, as the case may be, at Landlord’s option, Tenant shall be conclusively presumed to have forever abandoned such property, in which event Landlord may, at its option, elect to: (A) at Tenant’s sole cost and expense, without accepting title to such property, remove (and repair or restore any damage to the Premises caused by such removal), destroy, discard or otherwise dispose of all Alterations or any part thereof without incurring liability to Tenant or to any other person; or (B) deem such abandonment as a conclusive presumption that Tenant has conveyed such proper to Landlord under this Lease as a ▇▇▇▇ of sale without payment or credit by Landlord and, in either such event, without releasing Tenant from any obligations pursuant to this Section 14. Tenant shall pay Landlord upon demand all of the expenses incurred in taking any of the actions described in this grammatical paragraph, which obligation shall survive the expiration of the Term or sooner termination of this Lease. All Tenant Improvements shall (i) be paid for by Tenant, (ii) comply with all applicable Guarantees, Legal Requirements and insurance requirements, (iii) be made in a good and workmanlike manner and incorporate only good grades of materials, (iv) be performed by reputable contractors reasonably acceptable to Landlord (as determined by Landlord on the Premises which may be necessary basis of creditworthiness, skill, experience with regard to the scope of work required and reputation in the Atlanta community of contractors, all such factors in fair and reasonable relationship to the scope, size, and duration of the work required by the act or neglect of any other person or corporation Tenant) employed by Tenant under written contracts previously approved in writing by Landlord (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; ), and (bv) be performed subject to any other conditions Landlord may reasonably impose including, without limitation, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Improvements and insurance against liabilities which may arise out of such work, as determined by Landlord. Notwithstanding the requirements in the preceding sentence, the requirements specified in clauses (iv) and (v) above shall only apply to “material” Tenant Improvements hereunder. Tenant shall permit Landlord to supervise the construction of any Tenant Improvements. Tenant shall reimburse Landlord, as Additional Rent hereunder, for any fees, costs, charges and expenses incurred by Landlord to any third parties in connection with Landlord’s review of any plans, specifications or drawings related to “material” Tenant Improvements. In addition, Landlord shall charge a supervising fee with respect to “material” Tenant Improvements equal to the greater of $500.00 or three percent (3%) of the total cost of such work including without limitation, all labor and material costs, if Tenant’s employees or contractors perform such work. Tenant shall pay to Landlord, within fifteen (15) days after being billed therefor from time to time, and/or to Tenant’s contractor as the case may be, when due, the cost of all such work and all applicable reimbursements and supervision fees, and if payment is made directly to Tenant’s contractor, upon completion of all such work, Tenant shall deliver to Landlord evidence of payment and full and final waivers of all liens for labor, services or materials. Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of any construction activityTenant Improvement, copies of all plans and specifications prepared at Tenant’s expense by architects and engineers acceptable to Landlord, and building permits and certificates of appropriate insurance and evidence of payment thereof, if such permits or insurance coverages are required; provided, however, that plans and specifications shall not be provided required with respect to “non-material” Tenant Improvements unless otherwise required by any applicable Legal Requirements. Tenant shall furnish to Landlord, promptly after completion of any “material” Tenant Improvement, as-built plans and specifications for such Tenant Improvement. Before commencing any Alteration, Tenant shall provide indemnify, defend and hold all Landlord Related Parties harmless from all costs, damages, liens and expenses related to any Tenant Improvements performed by or under the direction of Tenant, whether performed in compliance with a this Section 14 or any other conditions imposed by Landlord; provided, however, such indemnity (and the covenant against liens provided in Section 16 hereof) shall not apply in the event: (i) Landlord or its contractors perform the Tenant Improvements pursuant to this Section 14; (ii) Tenant timely pays Landlord all costs, expenses, fees and reimbursements due hereunder in connection with such Tenant Improvements; and (iii) Tenant Related Parties do not cause Landlord Related Parties to incur additional costs, damages, expenses or liabilities in connection with any such Tenant Improvement (any such additional costs, damages, expenses or liabilities caused by Tenant Related Parties being covered by Tenant’s indemnity and covenant against liens). For purposes of this Lease, the term “non-material” Tenant Improvements shall mean any Tenant Improvements that do not constitute “material” Tenant Improvements hereunder requiring Landlord’s prior written certification consent as provided herein. Landlord agrees that Tenant may make or cause to be made any “non-material” Tenant Improvements without first obtaining Landlord’s prior written consent, subject to the Alteration does not have any adverse environmental impact on the premisesother terms and conditions of this Section 14.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, (collectively referred to herein as "alterations") without (i) the prior written consent of Landlord which consentLandlord, as to non-structural (ii) a valid building permit issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or non-systems repairs, shall not be unreasonably withheldsimilar body. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided alterations to the total cost of such non-structural Alteration is Premises costing in the aggregate less than Twenty Five Thousand Dollars ($20,000.005,000.00) per occurrence and less than Fifty Thousand Dollars year without the prior written consent of Landlord; provided, however, that ($50,000.00i) no such alterations shall be made to the structural elements or building systems in the aggregate per calendar yearPremises, (ii) Tenant shall give Landlord at least one (1) day written notice of its intent to commence such alterations, and (iii) Tenant shall comply with all other provisions of this paragraph 8 with respect to such alterations, other than the obligation to obtain Landlord's prior written consent thereto. No Alteration Landlord's consent to any requested alteration or agreement to permit alterations without Landlord's consent shall not create on the part of Landlord or cause Landlord to incur any responsibility or liability for such alteration's compliance with all laws, rules and regulations of federal, state, county, municipal and other governmental authorities. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall at once become a part of the Premises and belong to Landlord. Without limiting the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels) , air conditioning, partitioning, drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of the lease. Any alterations made by Tenant shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, and the same shall be made at such time and in such manner as Landlord may from time to time designate. Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove any such alteration made by Tenant and designated by Landlord to be removed and repair any damage to the Premises caused by such removal, and restore the Premises to the condition that existed prior to such alteration in accordance with all applicable laws, statutes, building codes and regulations in effect as of the date of such restoration. Tenant improvements originally provided by Landlord shall not be alterations for which Landlord’s consent purposes of this lease. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. If during the term any alteration, addition or change of the Premises is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate law, regulation, ordinance or certificates from an insurance company acceptable order of any public authority due to LandlordTenant's specific use, evidencing workmen’s compensation coverageoccupancy, and insurance coverage in amounts satisfactory or alteration to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will shall promptly make all Alterations on the same. If during the term any alterations, additions or changes to the Common Area or to the Project in which the Premises which may be necessary is located is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except and it is impractical in Landlord's judgment for Landlordthe affected tenants to individually make such alterations, its agentsadditions or changes, employees Landlord shall make such alterations, additions or contractors. Before commencing any Alterations (a) plans changes and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesparagraph 16.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, partitions, or exterior walls of the Building or make any alteration, addition or improvement other improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord. Tenant, at its own cost and expense, may erect shelves, bins, machinery and trade fixtures as it desires as well as alterations, additions, partitions, communication towers or other improvements which consent, as have been specifically consented to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining in writing by Landlord’s prior written consent, provided that (i) such items do not alter the total cost basic character of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for or the building and/or improvements of which Landlord’s consent is required shall the Premises are a part, (ii) such items do not overload or damage the same, (iii) such items may be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable removed without injury to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out and (iv) the construction, erection or installation thereof complies with all applicable governmental laws, codes, ordinances, regulations, or any other applicable authorities, including, without limitation, the Americans with Disabilities Act of 1990 (the "ADA"), and with Landlord's details, specifications and other requirements, (v) any architectural, engineering, construction management, permits, inspections or other cost or fee required to assure compliance with conditions set forth in this Paragraph 6 shall be paid by Tenant promptly upon demand. All alterations, additions, partitions, or other improvements erected by Tenant shall be and remain the property of Tenant during the making term of this Lease; provided however, at the termination of this Lease, Landlord shall have the option, exercisable in Landlord's sole discretion, to require Tenant either to remove, at Tenant's sole cost and expense, all or part of each alterations, additions, partitions, or other improvements, at which time Tenant shall promptly restore the Premises to its original condition, or to keep in place the same at which time such alterations, additions, improvements, and partitions shall become the property of Landlord. If requested by Tenant at any time prior to termination of this Lease, Landlord shall, in its sole discretion, give or withhold its consent to the future removal by Tenant of any particular alteration, addition, partition or other improvement then existing or planned by Tenant; provided, however, Landlord shall not unreasonably withhold its consent to Tenant's future removal of any specialized equipment installed in the Premises by Tenant Such consent must be in writing to be binding upon Landlord. Landlord hereby consents to Tenant's removal of those items listed on Exhibit D attached hereto and incorporated herein by this reference. (Note: The requesting and granting of such Alterations. Any Alteration consent shall not preclude Tenant from subsequently electing to leave any such items in place or, under such circumstances, Landlord from requiring that such items be removed.) (Note: Tenant's obligation to restore the Premises to its original condition shall apply following the removal of a particular alteration, addition, partition or other improvement pursuant to Landlord's consent.) All shelves, bins, machinery and trade fixtures installed by Tenant hereunder shall be done removed on or before the earlier to occur of the date of termination of this Lease or vacating the Premises, at which time Tenant shall restore the Premises to their original condition. All alterations, installations, removals and restoration shall be performed in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance so as not to damage or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy alter the primary structure or structural qualities of the “as built” plans covering such construction. Tenant, at its sole cost buildings and expense, will make all Alterations other improvements situated on the Premises or of which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by Premises are a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisespart.

Alterations. Except for any initial improvement of the Premises pursuant to Exhibit D, which shall be governed by the provisions of Exhibit D, Tenant shall not at make or permit to be made any time during alterations, additions or improvements to the Term of this Lease make Premises or any openings in the roof part thereof, or exterior walls of the Building attach any fixtures or make equipment thereto, without first obtaining Landlord’s written consent. With respect to any alteration, addition or improvement which does not affect the structure of the Building, does not affect any of the Building’s systems (e.g., mechanical, electrical or plumbing), does not diminish the capacity of the Building systems available to other portions of the Premises (collectivelyBuilding, “Alterations”) is not visible from the common areas or any portion thereof withoutexterior of the Building, and is in each instancefull compliance with all laws, the prior written orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, Landlord’s consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceAny alterations, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration additions or improvements to the Premises for which consented to by Landlord shall be made by Landlord or a contractor approved by Landlord. At the option of Landlord, any work performed by a contractor shall be performed under Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coveragesupervision, and insurance coverage Tenant shall reimburse Landlord for all costs thereof (including a reasonable charge for Landlord’s overhead), as Rent, within ten (10) days after receipt of a statement. All alterations, additions and improvements shall become Landlord’s property at the expiration or earlier termination of the Lease Term and shall remain on the Premises without compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant remove the alterations, additions and improvements, in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to which event, notwithstanding any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done contrary provisions contained in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderArticle 9, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on expense shall promptly restore the Premises which may be necessary by to its condition prior to the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate installation of the cost of the proposed workalterations, certified by the architect who prepared such plans additions and specifications; (c) all contracts for any proposed work shall be submitted to improvements, normal wear and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisestear excepted.

Alterations. (a) Tenant shall not make no alterations or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors approved in writing by Landlord. All such work shall be done at such times and in such manner as Landlord may designate. All such work shall be performed in full compliance with any and all laws, rules, orders, ordinances, directions, regulations and requirements now or hereafter in effect from time to time of all governmental and public agencies, authorities and bodies having jurisdiction thereover, and in full compliance with the rules and requirements of any board of fire underwriters and any similar body. Before commencing any work, Tenant shall give Landlord at least five (5) days written notice of the proposed commencement of such work and shall secure at Tenant's own cost and expense, a labor and materials payment bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to Tenant, will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations or improvements upon the Premises, made by either party, including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the Term hereof, except that Landlord may, by written notice to Tenant, given at least thirty (30) days prior to the end of the Term, require Tenant to forthwith remove all partitions, counters, railings and the like installed by tenant, and Tenant shall repair or, at Landlord's option, shall pay to the Landlord all costs arising from such removal. (b) All articles of personal property and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from said Premises upon termination of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required same shall be commenced deemed abandoned by Tenant until Tenant has furnished and Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out may dispose of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging them in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesfashion it deems reasonable.

Alterations. Tenant shall not at make or suffer to be made any time during alterations, additions, or improvements, including, but not limited to, the Term attachment of this Lease make any openings in the roof fixtures or exterior walls of the Building equipment in, on, or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, or the making of any improvements in each instance, excess of $5,000.00 non-structural as required by Article 7 without the prior written consent of Landlord Landlord, which consentmay be withheld in Landlord's Reasonable discretion. Any alteration, additions or improvements to be done by Tenant as to non-structural part of Tenant's initial occupancy shall be specified in Exhibit B. Any alteration, addition, or non-systems repairsimprovement in, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration on or to the Premises for which Landlord’s consent is required including carpeting, but excepting movable furniture and personal property of Tenant removable without material damage to the properly or the Premises, shall be commenced and remain the property of Tenant during the Term but shall, unless Landlord elects otherwise, become a part of the realty and belong to Landlord without compensation to Tenant upon the expiration or sooner termination of the Term and title shall pass to Landlord under this Lease as by a bill of sale. When applying for such consent, Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. In the event landlord consents to the making of any such alteration, addition, or improvement by Tenant, at ▇▇▇▇▇▇'s sole cost and expense. All alterations, additions or improvements proposed by Tenant until shall be constructed in accordance with all government laws, ordinances, rules and regulations and Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable shall, prior to construction, provide such assurances to Landlord, evidencing workmen’s compensation coverageincluding but not limited to, waivers of lien, surety company performance bonds and insurance coverage personal guaranties of individuals of substance, as Landlord shall require to assure payment of the costs thereof and to protect landlord against any loss from any mechanics', materialmen's or other liens. Tenant shall pay in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage addition to any person sums due pursuant to Article 4 above any increase in real estate taxes attributable to any such alteration, addition, or propertyimprovement for so long, on or off the Premises, arising out of and during the making of Term, as such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationincrease is ascertainable. Upon completion the expiration or sooner termination of any Alteration by Tenant hereunderthe Term as herein provided, Tenant shall furnish upon demand by Landlord, at Tenant's sole cost and expense, forthwith and with all due diligence remove any such alterations, additions or improvements which are designated by Landlord to be removed, and Tenant shall forthwith and with a copy of the “as built” plans covering such construction. Tenantall due diligence, at its sole cost and expense, will make all Alterations on the repair and restore Premises which may be necessary to their original condition, reasonable wear and tear and loss by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared casualty covered by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesArticle 23 excepted.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationwill not, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s 's prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) make alterations, additions or improvements in the aggregate per calendar year. No Alteration to or about the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate and will not do anything to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by will increase the act rate of fire insurance on the Building. Landlord's consent to such alterations, additions or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval improvements shall not be unreasonably withheld or delayed; , but may be conditioned, for example, upon Tenant's removal of the proposed alteration, addition or improvement upon the termination or expiration of this Lease, at Tenant's sole cost and expense and Tenant's obligation to repair any damage to the Building or the Premises caused by said removal. It is expressly understood and agreed that, other than the Tenant Buildout, Landlord is not requiring Tenant to make such improvements to the Premises, and Landlord and Tenant agree that no improvements by Tenant shall be deemed "Improvements," within the meaning of the Florida Construction Lien Law. All contractors, subcontractors, mechanics, laborers, materialmen, and others who perform any work, labor or services, or furnish any materials, or otherwise participate in the improvement of the Premises shall be and are hereby given notice that Tenant is not authorized to subject Landlord's interest in the Building or the Property to any claim for construction, mechanics', laborers' and materialmen's liens, and all persons dealing directly or indirectly with Tenant may not look to the Premises as security for payment. Landlord has recorded a notice of the foregoing in the Public Records of Palm Beach County, Florida, pursuant to the provisions of Section 713.10, Florida Statutes. 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 by Tenant. Tenant shall with regard to all improvements and alterations made to or about the Premises, excluding the Tenant Buildout, comply with the building codes, regulations and laws now or hereafter to be made or enforced in the municipality, county and/or state which have jurisdiction over such work. All alterations, additions or improvements of a permanent nature made or installed by Tenant to the Premises shall become the property of Landlord at the expiration of this Lease. Prior to making any alterations, including the Tenant Buildout, Tenant (bi) shall submit to Landlord detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed alteration drawn in compliance with all applicable codes, ordinances and laws and shall not commence any such alteration without first obtaining Landlord's written approval of such plans and specifications, it being understood that Landlord's approval of such plans and specifications shall not be deemed a warranty or representation by Landlord that the plans and specifications for such Tenant Buildout and alterations comply with applicable codes, ordinances and laws, (ii) shall, at its expense, obtain all permits, approvals and certificates required by any government or quasi-governmental bodies and, for all such alterations other than the Tenant Buildout which shall be supervised by Landlord, ensure that all work is performed in strict accordance with the plans and specifications approved by Landlord, and (iii) shall furnish to Landlord an estimate evidence of the cost of the proposed workinsurance for worker's compensation (covering all persons to be employed by Tenant, certified by the architect who prepared and Tenant's contractors and subcontractors in connection with such plans alteration) and specifications; comprehensive public liability (cincluding property damage coverage) all contracts insurance in such form, with such companies, for any proposed work shall be submitted to such periods and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as Landlord may be reasonably require, naming Landlord and its agents as additional insureds. Upon completion of any such alteration other than Tenant Buildout, Tenant, at Tenant's expense, and with respect to Tenant Buildout, Landlord, at Tenant's expense, shall obtain certificates of final approval of such alteration required by any governmental or quasi-governmental bodies, if applicable, and shall furnish Landlord naming Landlord or Tenant, as an additional insured the case may be, with copies thereof. All alterations shall be constructed in a good, workmanlike manner and providing liability coverage during strictly conform to the plans and specifications approved by Landlord; shall be of a quality that equals or exceeds the then current standard for the Building; all phases materials and equipment to be incorporated in the Premises as a result of construction including, without limitation: (a) contractor’s all alterations shall be new and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurancefirst quality; and (d) statutory worker’s compensation coverage and employer’s liability coverageno such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement except as provided in Paragraph 11F hereof. Prior Landlord, at its option, may require Tenant to remove any additions installed by Tenant and/or repair any alterations made by Tenant to the commencement Premises, at Tenant's sole cost and expense, if such physical additions and/or alteration (i) were not pre-approved by Landlord in accordance with the provisions of any construction activitythis Subparagraph B; or (ii) the contractor performing such work was not approved of by Landlord in accordance with the provisions of Subparagraph 7D below; or (iii) with respect to alterations other than the Tenant Buildout, certificates the quality of workmanship and/or quality of materials utilized in connection with such insurance coverages shall be provided work do not comply with the standards set forth in this Subparagraph B; or (iv) with respect to such alterations other than the Tenant Buildout such work was not performed substantially in accordance with the plans and specifications approved by Landlord. Before commencing If Landlord elects to require that Tenant remove any Alterationsuch additions or repair any such alterations in accordance with the prior paragraph, Tenant shall provide do so within thirty (30) days of the date Landlord gives Tenant Notice of Landlord's election. If Tenant fails to correct such matters within said thirty (30) day period, Landlord, may, but shall not be obligated to, remove such additions and/or repair such alterations and Tenant shall reimburse Landlord for all costs therefor, plus fifteen percent (15%) to reimburse Landlord for its overhead and construction management services associated therewith. Tenant shall not, at any time prior to or during the Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any alteration or otherwise, if such employment will unreasonably interfere or cause any material conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the Building by Landlord, Tenant or others. In the event of any such unreasonable interference or material conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. All alterations to which Landlord has consented shall be at Tenant's sole cost and expense, unless such alterations are Tenant Buildout for which a written certification that the Alteration does not have any adverse environmental impact on the premisesBuildout Allowance (defined below) shall be paid.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises, without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or Project or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building or Project for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wall-covering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects for any length of time that the roof same shall be in Landlord's possession. Landlord may, at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. (a) Tenant shall not at make, suffer or permit to be made any time during alterations, additions or improvements to or on the Term of this Lease make any openings in the roof Premises or exterior walls of the Building or make any alterationpart thereof, addition or improvement to attach any fixtures or equipment thereto (including, but not limited to, exterior signage on the Premises (collectivelyBuilding or at the Building), “Alterations”) or any portion thereof without, in each instance, the prior without first obtaining Landlord’s written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentenceAt Landlord’s option or request, any such alterations, additions or improvements consented to by Landlord shall be made by Landlord or under Landlord’s supervision for Tenant’s account and Tenant may make non-structural Alterations without obtaining shall reimburse Landlord for all costs thereof (including Landlord’s 5% supervision fee) within ten (10) days after receipt of a statement. Tenant shall obtain Landlord’s prior written consent, provided which shall not be unreasonably withheld, conditioned or delayed, with respect to any third-party contractor Tenant desires to engage for the total cost performance of any such work. However, L▇▇▇▇▇▇▇’s consent shall not be required for non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) alterations, additions or improvements which in the aggregate per calendar year. No Alteration do not exceed $50,000.00 in any twelve (12) month period or the attachment of a night drop installation to the Premises for which Landlord’s consent is required façade of the Building in the location generally shown on Exhibit “A” attached hereto (a “Permitted Alterations”). All work performed by Tenant or its contractor in connection with any improvements shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner and subject to and in compliance accordance with any all applicable governmental lawfederal, statutestate, ordinance county and city building and/or fire department codes, ordinances, laws, and regulations. Any required alterations, improvements, repairs, or regulation. Upon completion of any Alteration remedial work performed in connection with such improvements to meet said codes, ordinances, laws, and regulations shall be performed by Tenant hereunderat Tenant’s sole cost and expense. Prior to commencing construction and at all times during construction, Tenant shall cause Tenant’s contractor to obtain and maintain builder’s risk insurance in form, amounts and from carriers reasonably acceptable to Landlord, naming such contractor, Tenant, Landlord, and any mortgagee as additional insureds, as their interests appear. Tenant shall obtain and furnish lien waivers from all mechanics, materialmen and laborers involved in the Tenant alterations and T▇▇▇▇▇ hereby further agrees to indemnify and hold Landlord harmless from and against any and all mechanics’, materialmen’s and laborers’ liens which may be filed on the basis of any work performed or materials supplied in connection with such work. Tenant shall cause the construction to be performed in a copy manner that will (i) occur either at times other than customary business operation hours of the “Building or at times as built” plans covering otherwise approved in writing by Landlord; and (ii) not interfere with other tenants’ use and occupancy of the Building and the Building, as determined by Landlord in Landlord’s reasonable discretion. T▇▇▇▇▇ agrees to protect, indemnify, defend and hold Landlord and its agents, employees, invitees and licensees free and harmless from and against any and all claims, liens, demands, and causes of action of every kind and character, including, without limitation, the amounts of judgments, penalties, interest, court costs and legal fees incurred by Landlord in defense of same, arising in favor of any third person (including employees of any contractor or any subcontractor) on account of taxes, claims, liens, debts, personal injuries, death or damage occurring or in any wise instant to, whether direct or indirect, or in connection with or arising out of such constructionTenant alterations unless attributable to the gross negligence or willful misconduct of Landlord. TenantAll such alterations, additions and improvements shall become Landlord’s property at the expiration or earlier termination of the Lease Term and shall remain on the Building without compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant remove such alterations, additions and improvements, in which event, notwithstanding any contrary provisions respecting such alterations, additions and improvements contained herein, Tenant shall promptly restore, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, Building to its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior condition prior to the commencement of any construction activity, certificates installation of such insurance coverages shall be provided to Landlord. Before commencing any Alterationalterations, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesadditions and improvements, normal wear and tear excepted.

Alterations. Tenant Notwithstanding any provisions of the Lease incorporated herein to the contrary, Subtenant shall not at any time during the Term of this Lease make any openings alterations, improvements or installations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Subleased Premises (collectively, “Alterations”) or any portion thereof without, without in each instance, instance obtaining the prior written consent of both Landlord which consentand Sublandlord. Subtenant acknowledges that the Landlord and Sublandlord may grant, as withhold or condition its consent in its sole discretion. If Sublandlord and Landlord consent to non-structural any such alterations, improvements or non-systems repairsinstallations, Subtenant shall perform and complete such alterations, improvements and installations at its expenses, in compliance with applicable laws and in compliance with Section 13 and other applicable provisions of the Lease. If Subtenant performs any alterations, improvements or installations without obtaining the prior written consent of both Landlord and Sublandlord, Sublandlord may remove such alterations, improvements or installations, restore the Subleased Premises and repair any damage arising from such a removal or restoration after providing Subtenant with all appropriate notice and cure periods, and Subtenant shall be liable to Sublandlord for all costs and expenses incurred by Sublandlord in the performance of such removal, repairs or restoration. Notwithstanding any terms herein or incorporated herein by reference to the contrary, Subtenant shall not be unreasonably withheld. Notwithstanding the preceding sentenceobligated to pay Sublandlord any review or approval fees, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentany construction management or oversight fees, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) or any other fees in the aggregate per calendar year. No Alteration connection with conducting approved alterations to the Premises for which Landlord’s consent is required Sublease Premises; provided, however, that Subtenant shall reimburse Sublandlord such “review fees”, if any, that may be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory owing to Landlord and protecting Landlord against public liability and property damage pursuant to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in Lease as a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion result of any Alteration attempts by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of Subtenant to undertake any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior alterations to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesSubleased Premises.

Alterations. (a) Without the prior written consent of Landlord, such consent not to be withheld unreasonably, Tenant shall not at any time during the Term of this Lease make any openings alterations, improvements, additions or utility installations within or to the Premises nor remove, modify or alter any fixtures, nor make any alterations to the "path of travel" (as that term is used in the roof or exterior walls of ADA and in the Building or make any alterationrules and regulations implementing the ADA), addition or improvement to within the Premises (collectively, “the "Alterations”) "). Any Alterations, shall, at ▇▇▇▇▇▇▇▇’s option, become part of the realty and belong to Landlord upon the expiration or any portion thereof withoutearlier termination of this Lease, in each instanceexcept for furniture, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence removable equipment and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration trade fixtures if and to the extent any such furniture, removal equipment and trade fixtures were paid for by Tenant. Tenant shall keep the Premises free from any liens arising out of any work performed for, material furnished to, or obligations incurred by the Tenant. It is further understood and agreed that under no circumstance is the Tenant to be deemed the agent of the Landlord for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate any Alterations, repair, or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off construction within the Premises, arising out the same being done at the sole expense of the Tenant. All contractors, materialmen, mechanics, and laborers are hereby charged with notice that they must look only to the Tenant for the payment of any charge for work done and materials furnished upon the Premises in connection with any Alterations, repair or construction by Tenant within the Premises during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; Term. (b) Tenant Any and all of Tenant’s contractors and sub-contractors constructing any Alterations, improvements, additions, utility installations or removing any fixtures shall furnish sign a "Contractors Hold Harmless Agreement" in the form attached hereto as Exhibit "B", to be provided to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted prior to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates such work. Contractor(s) or sub-contractor(s) who do not currently have a certificate of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant on file with Landlord shall provide Landlord with a certificate of insurance in which the commercial general liability coverage shall not be less than $1,000,000, combined single limit, naming Landlord as additional insureds. (c) Upon the expiration or sooner termination of the Term, Tenant shall, upon written certification demand by Landlord at least 60 days before the expiration or termination of the Term, at Tenant’s sole expense, with due diligence, remove any Alterations made by Tenant, designated by Landlord to be removed in its notice of approval therefor, and repair any damage to the Premises caused by such removal. Tenant shall remove all of its movable property and trade fixtures that can be removed without damage to the Alteration does not have any adverse environmental impact on Premises at the premisesexpiration or earlier termination of this Lease and shall pay Landlord for all damages from injury to the Premises or SUMC resulting from such removal.

Alterations. (a) Tenant shall not at any time during the Term of this Lease make any openings no alterations or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of and then only by contractors approved in writing by Landlord. All such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder work shall be done at such times and in a good and workmanlike such manner as Landlord may designate. All such work shall be performed in full compliance with any applicable and all laws, rules, orders, ordinances, directions, regulations and requirements now or hereafter in effect from time to time of all governmental lawand public agencies, statuteauthorities and bodies having jurisdiction thereover, ordinance or regulation. Upon completion and in full compliance with the rules and requirements of any Alteration by Tenant hereunderboard of fire underwriters and any similar body. Before commencing any work, Tenant shall furnish give Landlord with a copy at least five (5) days written notice of the “as built” plans covering proposed commencement of such construction. work and shall secure at Tenant, at its sole ’s own cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private)a labor and materials payment bond, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of lienssaid work. Tenant further covenants and agrees that any mechanic’s lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to Tenant, will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations or improvements upon the Premises, made by either party, including (without limiting the generality of the foregoing) all contractors engaging wallcovering, built-in any construction activity cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the Term hereof, except that Landlord may, by written notice to Tenant, given at least thirty (30) days prior to the end of the Term, require Tenant to forthwith remove all partitions, counters, railings and for the benefit of like installed by tenant, and Tenant for which shall repair or, at Landlord’s consent option, shall be required shall obtain commercial general liability, worker’s compensation and pay to the Landlord all costs arising from such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; removal. (b) blanket contractual liability coverage; (c) broad form All articles of personal property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to movable partitions owned by Tenant or installed by Tenant at its expense in the commencement of any construction activity, certificates of such insurance coverages Premises shall be provided to Landlordand remain the property of Tenant and may be removed by Tenant at any time during the lease term when Tenant is not in default hereunder. Before commencing any Alteration, If Tenant shall provide fail to remove all of its effects from said Premises upon termination of this Lease the same shall be deemed abandoned by Tenant and Landlord with a written certification that the Alteration does not have may dispose of them in any adverse environmental impact on the premisesfashion it deems reasonable.

Alterations. 17.1 Except as otherwise set forth herein, Tenant shall not at any time during the Term of make no alterations, additions or improvements (hereinafter in this Lease make any openings article, "Improvements") in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the without Landlord's prior written consent of Landlord which consent, as to non-structural or non-systems repairs, which shall not be unreasonably withheldwithheld or delayed. Notwithstanding Tenant shall deliver to Landlord final plans and specifications and working drawings for the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable Improvements to Landlord, evidencing workmen’s compensation coverageand Landlord shall have ten (10) days thereafter to grant or withhold its consent. If Landlord does not notify Tenant of its decision within the ten (10) days, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in deemed to have given its approval. 17.2 If a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderpermit is required to construct the Improvements, Tenant shall furnish deliver a completed, signed-off inspection card to Landlord with within ten (10) days of completion of the Improvements, and shall promptly thereafter obtain and record a notice of completion and deliver a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for thereof to Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, . 17.3 The Improvements shall be submitted to and constructed only by licensed contractors or mechanics. All contractors shall be approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to . Any such contractor must have in force a general liability insurance policy of not less than $2,000,000 or such higher limits as Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlordmay reasonably require, which approval policy of insurance shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming name Landlord as an additional insured and providing liability coverage during all phases insured. Tenant shall provide Landlord with a copy of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior the contract with the contractor or mechanic prior to the commencement of any construction activity, certificates of such insurance coverages requiring Landlord's consent. 17.4 Tenant agrees that any work by Tenant shall be provided accomplished in such a manner as to Landlordpermit any fire sprinkler system and fire water supply lines to remain fully operable at all times except when minimally necessary for building reconfiguration work. 17.5 Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, directions, regulations, permits, approvals, and requirements of all governmental agencies, offices, departments, bureaus and boards having jurisdiction, and in full compliance with the rules, orders, directions, regulations, and requirements of any applicable fire rating bureau. Before commencing any Alteration, Tenant shall provide Landlord with "as-built" plans showing any material change in the Premises within thirty (30) days after completion. 17.6 Before commencing any work, Tenant shall give Landlord at least five (5) days' prior written notice of the proposed commencement of such work. 17.7 At the time Landlord consents to the Improvements pursuant to Section 17.1, Landlord and Tenant shall together identify (i) those Improvements which Tenant shall be required to remove upon the expiration or earlier termination of the Lease, and (ii) those Improvements which Tenant may remove upon the expiration or earlier termination of this Lease. Landlord and Tenant shall list any such Improvements on Schedule 1 attached hereto, designating those which Tenant shall be required to remove and those which Tenant may remove. With respect to those Improvements not so identified, Landlord and Tenant acknowledge and agree that Landlord's approval of the final plans and specifications and working drawings for the Improvements pursuant to Section 17.1 shall be deemed as Landlord's agreement that those Improvements not so identified shall become the property of Landlord upon the expiration or earlier termination of this Lease, and shall remain upon and be surrendered with the Premises as a written certification that part thereof. Those Improvements identified as Improvements which Tenant may remove are included within the Alteration term "Tenant's Removable Property" defined in Section 30.3. Notwithstanding the provisions of Section 30.3, Tenant shall, at Landlord's election, upon the expiration or earlier termination of this Lease, remove the Improvements which are identified as Improvements which Tenant shall be required to remove, and restore and return the Premises to the condition they were in when first occupied by Tenant, ordinary wear and tear, casualty and condemnation excepted. 17.8 Notwithstanding anything to the contrary herein, Tenant may construct non-structural alterations, additions and improvements in the Premises without Landlord's prior approval, if the cost of any such project does not have any adverse environmental impact on the premisesexceed Ten Thousand Dollars ($10,000).

Alterations. Tenant Borrower may, without Lender’s consent, perform alterations to the Improvements and Equipment and the Worldwide Plaza Amenities which (i) do not constitute a Material Alteration, (ii) do not adversely affect Borrower’s financial condition or the value or net operating income of the Property or the Worldwide Plaza Amenities and (iii) are in the ordinary course of Borrower’s business. Borrower shall not at perform any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations Material Alteration without obtaining LandlordLender’s prior written consent, provided not to be unreasonably withheld, conditioned or delayed. Lender may, as a condition to giving its consent to a Material Alteration, the total cost of which exceeds the Threshold Amount, require that Borrower deliver to Lender security for payment of the cost of such non-structural Material Alteration is less than Twenty Thousand Dollars and as additional security for Borrower’s Obligations under the Loan Documents, which security may be any of the following: ($20,000.00a) per occurrence and less than Fifty Thousand Dollars cash, ($50,000.00b) in the aggregate per calendar year. No Alteration a Letter of Credit, (c) U.S. Obligations, (d) other securities acceptable to Lender, provided that Lender shall have received a Rating Agency Confirmation as to the Premises for which Landlord’s consent is required form and issuer of same, or (e) a completion bond. Such security shall be commenced in an amount equal to the excess of the total unpaid amounts incurred and to be incurred with respect to such alterations to the Improvements (other than such amounts to be paid or reimbursed by Tenant until Tenant has furnished Landlord with a satisfactory certificate Tenants under the Leases) over the Threshold Amount. If Borrower shall request that Lender apply any such security that is not cash to pay for such alterations, Lender may but shall not be obligated to do so; provided that Lender shall disburse any such cash to Borrower from time to time (but not more frequently than once in any month), but only for so long as no Event of Default shall have occurred and be continuing, as the Material Alteration progresses upon receipt by Lender of (x) an Officer’s Certificate dated not more than ten (10) Business Days prior to the application for such payment, (i) requesting such payment or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, reimbursement and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off describing the Premises, arising out of and during Material Alteration performed that is the making subject of such Alterations. Any Alteration request and the actual cost thereof, (ii) certifying that the applicable portion of the alterations to be funded by Tenant hereunder shall be done the requested disbursement have been completed in a good and workmanlike manner and in compliance accordance with any all applicable governmental lawLegal Requirements, statute(iii) certifying that such Material Alteration and materials are or, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy upon disbursement of the “as built” plans covering such construction. Tenant, at its sole cost and expensepayment requested to the parties entitled thereto, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees Liens other than Permitted Encumbrances, (iv) identifying each contractor that supplied materials or labor in connection with the applicable portion of the alterations to be funded by the requested disbursement (v) certifying that each such contractor has been paid in full upon such disbursement and (vi) attaching copies of all contractors engaging in applicable lien waivers, and (y) any construction activity by and for the benefit other evidence of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be payment reasonably required by Landlord naming Landlord Lender to confirm that all materials installed and work and labor previously performed in connection with such Material Alteration have been paid for in full or evidence that such amounts will be paid for in full by such disbursement. Upon substantial completion of any Material Alteration, Borrower shall provide evidence reasonably satisfactory to Lender that (A) the Material Alteration was constructed in a good and workmanlike manner and in accordance with applicable Legal Requirements, (B) all contractors, subcontractors, materialmen and professionals who provided work, materials or services in connection with the Material Alteration have been paid in full and have delivered unconditional releases of liens, and (C) all material licenses and permits necessary for the use, operation and occupancy of the Material Alteration (other than those which depend on the performance of tenant improvement work) have been issued. At any time after substantial completion of any Material Alteration in respect of which security is deposited pursuant hereto, the whole balance of any cash security so deposited by Borrower with Lender and then remaining on deposit (together with earnings thereon), as well as all retainages, shall be paid by Lender to Borrower, and any other security so deposited or delivered, except to the extent the same was applied by Lender to fund such Material Alterations in accordance with this Section 4.12.2, shall be released to Borrower (together with a written authorization from Lender to cancel any Letter of Credit), within ten (10) days after receipt by Lender of an additional insured application for such withdrawal and/or release together with an Officer’s Certificate, and providing liability coverage during all phases of construction includingsigned also (as to the following clause (1)) by an independent architect, without limitationsetting forth in substance as follows: (a1) contractor’s that the Material Alteration in respect of which such security was deposited has been substantially completed in a good and owners protectionworkmanlike manner and in accordance with all applicable Legal Requirements, that all material licenses and permits necessary for the use, operation and occupancy of the Material Alteration have been issued and/or received with respect to such Material Alteration by the relevant Governmental Authority(ies), and whether a temporary certificate of occupancy is required in connection with such Material Alteration; (b2) blanket contractual liability coverage; (c) broad form property damage insuranceall amounts which Borrower is or may become liable to pay in respect of such Material Alteration through the date of the certification have been paid in full and that lien waivers have been obtained from the general contractor and major subcontractors performing such Material Alterations; and (d3) statutory worker’s compensation coverage and employer’s liability coverage. Prior attaching copies of all lien waivers (to the commencement extent not previously delivered), material licenses and permits including, if applicable, a temporary certificate of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesoccupancy.

Alterations. Tenant Anything in the Sublease to the contrary notwithstanding, Landlord shall not at any time during the Term unreasonably withhold or delay approval of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement written requests by Tenant to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentinterior alterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars decorations, additional and improvements ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00herein referred to as "alterations") in the aggregate per calendar year. No Alteration to Demised Premises, provided that such alterations do not affect utility services or plumbing and electrical lines or other systems of the Premises for which Landlord’s consent is required building, and provided that all such alterations shall be commenced by Tenant until Tenant has furnished Landlord performed in accordance with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, the following conditions: All alterations costing more than $2,500.00 shall be performed in accordance with plans and insurance coverage in amounts satisfactory specifications first submitted to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterationsfor its prior written approval. Any Alteration by Tenant hereunder All alterations shall be done in a good and workmanlike manner ▇▇▇▇▇▇▇ like manner. Alterations shall be done in compliance with any all other applicable provisions of this Lease and with all governmental lawauthorities having jurisdiction and Tenant shall, statute, ordinance or regulation. Upon completion prior to the commencement of any Alteration such alterations, as its sole and exclusive expense, obtain and exhibit to Landlord any governmental permit required in connection with such alterations. All work in connection with alterations shall be performed with bonded contractors having the proper professional qualifications under the laws of the State of New York. Tenant shall keep the building and the Demised Premises free and clear of all liens for any work or material claimed to have been furnished to Tenant or to be Demised Premises. Prior to the commencement of any work by Tenant hereunderor for Tenant, Tenant shall furnish to Landlord with a copy Certificates of Insurance evidencing the existence of the “following insurance: ▇▇▇▇▇▇▇'▇ compensation insurance covering all persons employed for such work and with respect to whom death or bodily injury claims could be asserted against Landlord. General liability insurance naming Landlord, and or its assigns as built” plans covering such constructionco-insured, and Tenants as insured, with limits of not less than $1,000,000 in the event of bodily injury to one person and not less than $1,000,000, in the event of bodily injury to any number of persons in any one occurrence and with limits of not less than $500,000 for property damage. Tenant, at its sole cost and expense, will make shall cause all Alterations on such insurance to be maintained at all times when the Premises which may work to be necessary performed for or by Tenant is in progress. All such insurance shall be issued by a company authorized to do business in New York and all policies, or certificates therefore, issues by the act or neglect insured and bearing notations evidencing the payment of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectpremiums, shall be submitted delivered to Landlord. All work to be performed by Tenant shall be done in a manner which will not unreasonably interfere with or disturb other Tenants and occupants of the building. Any alterations to be made by Tenant (other than plumbing and electrical work) may be performed by any licensed and bonded contractor or mechanic (collectively "Contractor") selected by Tenant and approved by Landlord, which approval Landlord agrees it will not unreasonably withhold or delay, provided the Contractor's performance of the alterations would not result in any discord or disturbance in the Building. Tenant may with the prior written approval of Landlord, which shall not unreasonably be withheld at any time during the Term, remove any alterations made by Tenant, solely at its expense, provided Tenant promptly repairs any damage resulting from such removal. Any restoration or repair which Tenant is required to make (whether structural or non-structural) shall be of a quality or class equal to the then Building Standard. Tenant shall pay to Landlord the sum of TWO HUNDRED AND FIFTY DOLLARS ($250.00) as a processing fee in connection with any of Tenant's Changes or Alterations which must be approved of by Landlord in accordance with the terms of this Lease. This provision shall apply only to such changes or alterations made after the Tenant's initial remodeling of the Demised Premises upon occupancy. The time during which the Landlord may make Landlord's elections pursuant to the terms of this Sublease shall be extended to include a period commencing thirty (30) days prior to the expirations or other termination of this Lease or any renewal or extension thereof and termination ninety (90) days thereafter. Tenant agrees that Landlord's rights hereunder shall survive the expiration of this Lease or any renewal or extension thereof. Nothing in this Sublease shall be construed in any way as constituting the permission, consent or request of the Landlord, express or implied, through act or omission to act by interference 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, installation, additional decoration, alteration, or repair of Demised Premises or as giving the Tenant the right, power, or authority to contract for or permit the rendering of any service or the furnishing of any material that would give rise to the filing of any mechanic's lien against the fee of the Demised Premises. Any non-structural interior change, alteration and/or improvement which costs less than $10,000.00 and which does not adversely affect utility services or plumbing and electrical lines or other systems of the building may be made by Undertenant without the requirement of any consent or approval by Landlord and without requirement of the preparation of plans or specifications unless required by law, All other changes, alterations and/or improvements shall be subject to Landlord's prior written approval, which Landlord agrees shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Development, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease; provided, however, Landlord may require Tenant to remove any or all alterations at the expiration or earlier termination of this Lease. If Tenant fails to remove by the expiration or earlier termination of this Lease make any openings in the roof or exterior walls all of the Building or make any alterationits personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11 (b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises or any part thereof (collectively, collectively referred to herein as “Alterations”) or any portion thereof without, in each instance, without (i) the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheldwithheld or delayed, (ii) a valid building permit (to the extent required for any such Alteration) issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body applicable to or arising from such Alteration. ▇▇▇▇▇▇▇▇’s consent to any requested Alteration shall not create on the part of Landlord or cause Landlord to incur any responsibility or liability for such Alteration’s compliance with all laws, rules and regulations of federal, state, county, municipal and other governmental authorities. Notwithstanding the preceding sentenceanything contained herein, (a) Tenant may make may, at Tenant’s sole cost and expense, construct non-structural Alterations alterations, additions and improvements (“Permitted Alterations”) in the Premises without obtaining Landlord’s prior approval, but with ten (10) days’ prior written consentnotice to Landlord describing the Permitted Alterations together with any plans or specifications for such Permitted Alterations, provided that the total cost of such non-structural Alteration is less than Twenty Permitted Alterations does not exceed Fifteen Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.0015,000) in the aggregate per any calendar year. No Alteration Tenant’s trade fixtures, furniture, equipment and other personal property installed in the Premises (“Tenant’s Property”) by or on behalf of Tenant shall at all times be and remain Tenant’s property. Tenant may remove ▇▇▇▇▇▇’s Property from the Premises at any time during the Lease term provided Tenant repairs all damage caused by such removal and restores the area where such removal occurred in accordance with all applicable laws, statutes, building codes and regulations in effect as of the date of such removal. Landlord shall have no lien or other interest in any item of ▇▇▇▇▇▇’s Property. In no event shall Tenant remove any of the Tenant Improvements. Alterations and Permitted Alterations shall be made by Tenant at its sole risk, cost and expense and only after ▇▇▇▇▇▇▇▇’s written approval of any licensed contractor selected by Tenant for that purpose, and the same shall be made at such time and in such manner that does not interfere with adjacent tenants in the Project. Tenant shall, if reasonably required by Landlord, secure at Tenant’s cost a completion and lien indemnity bond for such work. Tenant may at anytime during the term of the Lease, remove any Alterations and/or Permitted Alterations installed in the Premises by Tenant at its sole cost and expense provided that Tenant shall, at Tenant’s sole cost and expense, repair any damage to the Premises caused by such removal and restore the Premises to the condition that existed prior to such Alteration and/or Permitted Alteration in accordance with all applicable laws, statutes, building codes, and regulations in effect as of the date of such restoration. In addition, upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant’s sole cost and expense, to promptly both remove any Alterations and/or Permitted Alterations made by or on behalf of Tenant (without regard for which Landlordparty paid the cost thereof) and designated by Landlord to be removed and repair any damage to the Premises caused by such removal, and restore the Premises to the condition that existed prior to such Alteration or Permitted Alteration in accordance with all applicable laws, statutes, building codes, and regulations in effect as of the date of such restoration. Notwithstanding the foregoing, if requested by Tenant at the time Tenant (A) requests ▇▇▇▇▇▇▇▇’s consent to the Alteration in question or (B) provides written notice of any Permitted Alteration, Landlord shall notify Tenant concurrently with its consent to the Alteration, or within thirty (30) days after Landlord receives written notice of a Permitted Alteration, whether Landlord will require Tenant to remove such Alteration or Permitted Alteration upon the expiration or earlier termination of this Lease. Unless Landlord requires removal or Tenant elects to remove the same prior to the expiration of the term, all Alterations and Permitted Alterations made by or on behalf of Tenant after the Commencement Date (excluding Tenant’s Property), shall become a part of the Premises and belong to Landlord upon the expiration or earlier termination of this Lease. Any Tenant’s Property or other moveable furniture and equipment or trade fixtures belonging to anyone claiming through Tenant remaining on the Premises at the expiration or other termination of the term shall be disposed of at Tenant’s sole expense, in accordance with applicable law by Landlord unless promptly removed by Tenant. If, during the term, any Alteration of the Premises is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon order of any public authority with respect to Tenant’s particular use of the Premises or any Alterations or Permitted Alterations made by or on behalf of Tenant after the completion of any the Tenant Improvements, such Alteration shall be promptly made by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense. If, will make all Alterations on during the term, any Alteration to the Common Area, the Premises which may be necessary or to the Project is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except for Landlordwithout regard to Tenant’s particular use or an Alteration or Permitted Alteration made by or on behalf of Tenant, its agents, employees or contractors. Before commencing any Alterations (aLandlord shall make such Alteration(s) plans and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesparagraph 16.

Alterations. Subject to the provisions of this Article 6, Tenant shall not at any time during the Term of this Lease have no right to make any openings in the roof changes, alterations or exterior walls of the Building or make any alteration, addition or improvement to the Premises additions (collectively, “Alterations”) to the Improvements at any single Demised Property that involve structural changes or any portion thereof withoutthat cost in the aggregate in excess of US$50,000.00 per Demised Property, which amount shall be adjusted annually in proportion to increases in the CPI, in each instance, the case without prior written consent of Landlord, which Landlord which consentagrees it will not withhold unreasonably; provided, however, in no event shall any Alterations be made that, after completion, would: (i) reduce the value of the Improvements as they existed prior to non-the time that said Alterations are made; or (ii) adversely affect the structural or non-systems repairsintegrity of the Improvements; provided further, that Landlord shall not be unreasonably withheldwithhold its consent (1) to any Alterations (“Required Alterations”) that (x) have been approved by all applicable Governmental Authorities, (y) are required by the franchisor of the applicable Permitted Restaurant Brand, and (z) otherwise comply with subsections (i) and (ii) above, and (2) provided that no Default has occurred and is continuing. Notwithstanding the preceding sentenceTenant shall not install any underground storage tanks and any above ground storage tanks shall include secondary containment sufficient to prevent spills, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration overfills or tank ruptures from causing a release to the Premises for which Landlord’s consent is required environment. Any and all Alterations made by Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenat Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of construction, including Alterations that cost less than US$50,000.00 per Demised Property, which amount shall be adjusted annually in proportion to increases in the CPI (but excluding Minor Projects), Tenant shall deliver promptly to Landlord detailed cost estimates for any such proposed Alterations, as well as all drawings, plans and other information regarding such Alterations (such estimates, drawings, plans and other information are collectively referred to herein as the “Alteration Information”). Notwithstanding the foregoing, in no event shall Tenant have an obligation to provide any Alteration Information to Landlord for its review and approval as to Required Alterations. Landlord’s review and/or approval (if required) of any Alteration Information shall in no event constitute any representation or warranty of Landlord regarding (x) the compliance of any Alteration Information with any applicable Law, (y) the presence or absence of any defects in any Alteration Information, or (z) the safety or quality of any of the Alterations constructed in accordance with any plans or other Alteration Information. Landlord’s review and/or approval of any of the Alteration Information shall not preclude recovery by Landlord against Tenant based upon the Alterations, the Alteration Information, or any defects therein. In making any and all Alterations, Tenant also shall comply with all of the following conditions: (a) No Alterations shall be undertaken until Tenant shall have (i) procured and paid for, so far as the same may be required, all necessary permits and authorizations of all Governmental Authorities having jurisdiction over such Alterations, and (ii) delivered to Landlord at least fifteen (15) days prior to commencing any such Alterations written evidence acceptable to Landlord, in its reasonable discretion, of all such permits and authorizations. Landlord shall, to the extent necessary (but at no cost, expense, or risk of loss to Landlord), join in the application for such permits or authorizations whenever necessary, promptly upon written request of Tenant. (b) Any and all structural Alterations of the Improvements shall be performed pursuant to a consulting agreement with an architect and/or structural engineer reasonably acceptable to Landlord. (c) Except for Minor Projects, Tenant shall notify Landlord at least fifteen (15) days prior to commencing any Alterations, and Tenant shall permit Landlord access to the relevant Demised Properties in order to post and keep posted thereon such notices as may be provided or required by applicable Law to disclaim responsibility for any construction activityon the relevant Demised Properties. (d) Any and all Alterations shall be conducted and completed in a commercially reasonable time period, certificates in a good and workmanlike manner, and in compliance with all applicable Law, municipal ordinances, building codes and permits, and requirements of all Governmental Authorities having jurisdiction over the relevant Demised Properties, and of the local Board of Fire Underwriters, if any; and, upon completion of any and all Alterations, Tenant shall obtain and deliver to Landlord a copy of the amended certificate of occupancy for the relevant Demised Properties, if required under applicable Law or by any Governmental Authority. If any Alterations involve the generation, handling, treatment, storage, disposal, permitting, abatement or reporting of Hazardous Materials, Tenant shall prepare and retain any and all records, permits, reports and other documentation necessary or advisable to document and evidence all such Hazardous Materials were handled in compliance with applicable Law. To the extent reasonably practicable, any and all Alterations shall be made and conducted so as not to disrupt Tenant’s business. (e) The cost of any and all Alterations shall be promptly paid by Tenant so that the Demised Properties at all times shall be free of any and all liens for labor and/or materials supplied for any Alterations subject to the next succeeding sentence. In the event any such lien shall be filed, Tenant shall, within five (5) days after receipt of notice of such insurance coverages shall be lien, deliver written notice to Landlord thereof, and Tenant shall, within thirty (30) days after receipt of notice of such lien, discharge the same by bond or payment of the amount due the lien claimant. Tenant may in good faith contest any such lien provided that within such thirty (30) day period Tenant provides Landlord with a surety bond or other form of security reasonably acceptable to Landlord, protecting against said lien. Before commencing any Alteration, Tenant shall provide Landlord promptly with evidence satisfactory to Landlord that all contractors, subcontractors or materialmen have been paid in full with respect to such Alterations and that their lien rights have been waived or released. In the event Tenant fails to either discharge such lien or protect against such lien in accordance with the foregoing, then Landlord shall have the option (but not the obligation) to pay such lien or post a written certification that the Alteration does not have any adverse environmental impact on the premisesbond to protect against such lien and pass through such costs to Tenant as Additional Rent.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings no structural changes in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Demised Premises (collectivelyof any nature without Landlord's prior written consent provided, “Alterations”) or any portion thereof withouthowever, in each instance, that Tenant shall be permitted without the prior written consent of Landlord which consentto make non-structural alterations to the Demised Premises, the cost of which, individually, do not exceed, $25,000.00 and which, when taken in any one-year period, do not exceed $75,000.00 in the aggregate, provided that such alterations do not adversely affect the exterior or interior of the Building, the Certificate of Occupancy of the Building, or the structure or working systems of the Building or adversely affect other Building tenants. Furthermore, as to any non-structural alterations which exceed the initial amounts or any adjusted amounts, Tenant shall not perform such non-systems repairsstructural alterations without the prior written consent of the Landlord, which consent shall not be unreasonably withheld, delayed or conditioned. It is understood by the parties that Landlord shall be deemed to approve any request for consent by Tenant under this Article 3 if Landlord fails to give Tenant written notice approving, denying or requesting additional information within twenty (20) days from the date Tenant has submitted plans to Landlord. Notwithstanding the preceding sentenceforegoing, Tenant may, at its sole cost, install floor coverings, objects of art, wall and ceiling coverings, paneling, building standard window blinds and trims regardless of cost without Landlord's consent. Also notwithstanding Article 3, Tenant shall have no obligation to remove from the Demises Premises any fixtures, paneling, partitions, railings or like installations, solely to the extent installed by Landlord. With regards to Tenant's initial work, the plans and specifications in respect of which shall be responded to in writing by Landlord within ten (10) business days after Tenant submits a request for approval of the same to Landlord. If Landlord shall not respond to Tenant's requested approval of its plans and specifications within such ten (10) business day period, then Landlord shall be deemed to have approved such plans and specifications. Notwithstanding the foregoing, Tenant must use Landlord's base building contractor for any electrical work in and to or from any base building electrical service rooms, provided Landlord's contractor provides its service at competitive market rates and quality. Tenant shall, at its expense, before making any alterations, additions, installations or improvements obtain all permits, approval and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall deliver promptly duplicates of all such permits, approvals and certificates to Landlord. Landlord hereby agrees, at no cost and expense to it, to cooperate reasonably with Tenant and agrees to execute all documents necessary for the procuring of any governmental consents, permits, etc. Tenant agrees to carry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, general liability, personal and property damage insurance as Landlord may reasonably require. If any mechanic's lien is filed against the Demised Premises or the Building for work claimed to have been done for, or materials furnished to, Tenant, whether or not done pursuant to this Article, the same shall be discharged by Tenant within thirty (30) days after Tenant receives written notice of the filing thereof at Tenant's expense, by either payment, the posting of a statutory bond required by law or otherwise (e.g., by summary judgment for a facial irregularity). Notwithstanding the foregoing, Tenant may make remove any of the fixtures and equipment delineated on Exhibit E provided it repairs any damage occasioned by said removal. The foregoing notwithstanding Landlord reserves the right at any time sixty (60) days prior to the Expiration Date to require Tenant to remove any non-structural Alterations without obtaining Landlord’s prior written consentBuilding Standard installations. Nothing in this Article shall be construed to give Landlord title to or to prevent Tenant's removal of any fixtures, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence office furniture, equipment and less than Fifty Thousand Dollars ($50,000.00) like installations, installed in the aggregate per calendar year. No Alteration Demised Premises from time to the Premises for which Landlord’s consent is required shall be commenced time by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to LandlordTenant, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion but upon removal of any Alteration by Tenant such furniture, fixtures and equipment from the Demised Premises or upon removal of other installations as may be permitted hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, immediately and at its sole cost and expense, will make all Alterations on repair and restore the Demised Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of condition existing prior to the installation, ordinary wear and tear, obsolescence and damage by casualty, pursuant to Article 9, excepted, and repair any construction activity, certificates of damage to the Demised Premises or the Building due to such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesremoval.

Alterations. a. Tenant shall not make no alterations or changes, structural or otherwise, to any part of the Premises, either exterior or interior, other than those which are cosmetic in nature, without Landlord's written consent. In the event of any such approved changes, Tenant shall have all work done at any time during 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 Term building codes, regulations and laws now in force or hereafter enacted in Fairfax County and the Commonwealth of Virginia which pertain to such work. Any additions, improvements, alterations and/or installations made by Tenant (except only office furniture and business equipment) shall become and remain a part of the Building and be and remain Landlord's property upon the termination of Tenant's occupancy of the Premises; provided, however, that if Landlord gives written notice to Tenant at the expiration or other termination of this Lease make any openings in to such effect then, except for ordinary wear and tear, it may require Tenant to restore said Premises to the roof same condition which existed on the date Tenant occupied the Premises for the conduct of business at Tenant's sole cost and expense. Tenant shall save Landlord harmless from and against all expenses, liens, claims or exterior walls damages to either property or person which may or might arise by reason of the Building or make making of any alterationsuch additions, addition or improvement to the Premises (collectivelyimprovements, “Alterations”) or alterations and/or installations. If any portion thereof without, in each instance, alteration is made without the prior written consent of Landlord, Landlord which consentmay correct or remove the same, as and Tenant shall be liable for any and all expenses incurred by Landlord in the performance of this work. It is further understood and agreed by Landlord and Tenant that any alterations shall be conducted on behalf of Tenant and not on behalf of Landlord. It is further understood and agreed that in the event Landlord shall give its written consent to non-structural or non-systems repairsTenant's making any alterations, such written consent shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining deemed to be an agreement or consent by Landlord to subject Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) 's interest in the aggregate per calendar yearPremises or the Building to any mechanic's liens which may be filed in respect of any alterations made by or on behalf of Tenant. No Alteration If any mechanic's or materialman's lien (or a petition to the Premises for which Landlord’s consent establish such lien) is required filed in connection with any Alteration, then such lien (or petition) shall be commenced discharged by Tenant until at Tenant's expense within ten (10) days after Tenant has furnished Landlord with notice thereof by the payment thereof or the filing of a satisfactory certificate or certificates from an insurance company bond acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, If Tenant shall furnish fail to discharge any such mechanic's or materialman's lien, Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its sole option, discharge such lien and treat the cost and expense, will make all Alterations on thereof (including attorneys' fees incurred in connection therewith) as additional rent payable with the Premises which may be necessary next monthly installment of Base Rent falling due; it being expressly agreed that such discharge by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval Landlord shall not be unreasonably withheld deemed to waive or delayed; (b) Tenant shall furnish to Landlord an estimate of release the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit default of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityin not discharging such lien. Landlord reserves the right to change, worker’s compensation and such 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 liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior common areas or make alterations or additions to the commencement of any construction activityBuilding, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesin its sole discretion.

Alterations. Tenant Lessee shall not at any have the right from time during to time both before and after the Term of this Lease make any openings in the roof or exterior walls completion of the Building Permitted Improvements and at Lessee’s sole cost and expense to make additions, alterations and changes, structural or make any alteration, addition otherwise in or improvement to the Premises (collectivelyas is reasonably required to conduct the Permitted Use in compliance with the provisions of this Lease, “Alterations”) or any portion thereof withoutsubject, however, in each instanceall cases to the following: (a) Except as set forth herein, no alteration shall be made which would tend to (i) materially change the general design, use, character or structure of the Solar Energy Facility, or (ii) reduce or impair, to any material extent, the use of the Solar Energy Facility for the generation of electricity, subject to applicable laws and safety standards (any such alteration, a “Substantial Alteration”). (b) No Substantial Alteration shall be commenced except after prior written notice to and consent of Landlord from Lessor, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding the preceding sentenceconditioned, Tenant may make non-structural withheld or delayed by Lessor. (c) Substantial Alterations without obtaining Landlord’s prior written consent, provided the total cost shall not include any repairs or replacement of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration parts to the Premises for which Landlord’s consent is required Permitted Improvements, as set forth in Section 2.1 and Exhibit B. (d) Any Substantial Alteration shall be commenced conducted under the supervision of a contractor, architect or engineer selected by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to Lessee and approved in writing by LandlordLessor, which approval shall not be unreasonably conditioned, withheld or delayed; (b) Tenant , and no such Substantial Alteration shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such be made except in accordance with detailed plans and specifications; (c) all contracts for any proposed work shall be submitted to specifications and cost estimates prepared and approved in writing by Landlordsuch contractor, architect or engineer and approved in writing by Lessor, which approval shall 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. (df) Tenant shall either furnish At or prior to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Substantial Alteration, Tenant shall Lessee will provide Landlord Lessor with a written certification that the Alteration does complete copies of all final plans and specifications therefor not have any adverse environmental impact on the premisespreviously provided.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, improvements, or exterior walls of the Building or make any alteration, addition or improvement additions to the Premises (collectivelyPremises, “Alterations”) or including, without limitation, any portion thereof withoutroof penetrations, in each instance, without the prior written consent and approval of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheldplans therefor by Landlord. Notwithstanding the preceding foregoing sentence, Tenant may make interior, non-structural Alterations alterations and improvements to the Premises that cost less than $50,000 in the aggregate and do not effect the structural integrity of the Building without obtaining Landlord’s prior written consent; provided that Tenant deliver copies of all final plans for such alterations to Landlord. Landlord agrees that Tenant may install, provided remove and/or replace freezers, coolers, cool docks, racks, battery chargers and other substantial items, trade equipment and fixtures necessary for the total cost conduct of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) its business in the aggregate per calendar year. No Alteration or to the Premises for which Premises. Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person alterations, improvements, or propertyadditions, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion its approval of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectshall create no responsibility or liability on Landlord’s part for their completeness, design sufficiency or compliance with applicable laws, rules and regulations now or hereafter in effect. Alterations, improvements or additions so made upon the Premises, except moveable furniture and equipment placed in the Premises at the expense of Tenant, shall be submitted and become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the termination of this Lease, without disturbance, molestation, injury or damage; provided, however, that only with respect to alterations or improvements made after the initial build out of the Premises, Landlord shall have the option to require Tenant to (i) remove such alterations or improvements at Tenant’s sole cost and approved expense and (ii) restore the Premises to its prior condition, provided that Landlord so notify Tenant of such requirement at the time Landlord grants approval for such alterations and improvements. In the event damage to the Premises or the Building shall be caused by Landlordmoving said furniture and equipment in or out of the Premises, which approval said damage shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of promptly repaired at the cost of Tenant. The provisions of this Section 7.02(a) shall survive the proposed expiration or earlier termination of this Lease. Whenever plans for any Tenant work, certified by whether the architect who prepared such plans and specifications; (c) all contracts initial work at the commencement of the Term or for any proposed work shall be submitted to and approved by Landlordsubsequent alteration, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall approval must be required shall obtain commercial general liabilitygiven within ten (10) business days after receipt, worker’s compensation and such other liability insurance in such amounts with partial plan submittals as may be reasonably required by appropriate under the circumstances, and Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide approval or notes of changes which if made would be deemed approved within the required time. If the Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesrespond, plans will be deemed approved.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings Alterations (as defined in the roof Section 9.e. below) in, to or exterior walls of the Building or make any alteration, addition or improvement to upon the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord in each instance, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding withheld with respect to proposed Alterations which (i) are not structural in nature, (ii) do not affect the preceding sentenceBase Building Components, Tenant may make non-structural Alterations without obtaining (iii) are, in Landlord’s prior written consent's opinion, provided compatible with the total cost Building in which the applicable portion of such non-structural Alteration the Premises is less than Twenty Thousand Dollars located and the balance of the Property, and the Building's mechanical, plumbing, electrical, heating/ventilation/air conditioning, communication, security and fire and other life safety systems ($20,000.00) per occurrence collectively, the "Building Systems"), and less than Fifty Thousand Dollars ($50,000.00iv) in Landlord's opinion will not interfere with the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, use and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect occupancy of any other person portion of the Building or corporation the Property by any other tenant or permitted occupant thereof. Tenant shall give Landlord not less than ten (public or private), except for Landlord, its agents, employees or contractors. Before commencing 10) days' prior written notice of any Alterations (a) plans and specifications therefor, prepared by a licensed architect, Tenant desires to make. Any Alterations as to which Landlord shall consent shall be submitted to and made only by contractors approved in advance, in writing by Landlord, which approval shall not be unreasonably withheld withheld; provided, however, that Landlord may, in its sole discretion, specify the engineers and contractors to perform any work relating to or delayed; (b) affecting the Building Systems or the Base Building Components. Tenant shall furnish comply with all Legal Requirements applicable to each Alteration and, except as to Cosmetic Alterations (as defined below) shall deliver to Landlord an estimate a complete set of "as built" plans and specifications for each Alteration. Any work to the balance of the Building or Property (required by Legal Requirements or otherwise) related to or affected or triggered by Tenantis Alterations shall be performed by Tenant at Tenantis expense (or, at Landlordis election, Landlord may perform such work at Tenantis expense). Tenant shall be solely responsible for maintenance and repair of all Alterations made by Tenant. Tenant shall pay Landlord on demand (whether prior to or during the course of construction ) an amount (the "Alterations Fee") equal to [...***...] of the total cost of each Alteration (and for purposes of calculating the Alterations Fee, such cost shall include architectural and engineering fees, but shall not include permit fees) up to a total cost of $[...***...], and [...***...] of such total cost over $[...***...], as compensation to Landlord for miscellaneous costs incurred by Landlord in connection with the Alteration; provided, however, that no Alterations Fee shall be payable for Cosmetic Alterations or the Tenant Improvements. In addition, except as to Cosmetic Alterations, Tenant shall reimburse Landlord for all reasonable third party fees paid by Landlord in connection with reviewing the proposed workAlterations (whether or not the proposed Alterations are ultimately approved by Landlord or made by Tenant), certified by the architect who prepared such including, without limitation, Landlord's architectural and engineering fees. All Alterations shall be performed diligently and in a first-class workmanlike manner and in accordance with plans and specifications; (c) all contracts for any proposed work shall be submitted to and specifications approved by Landlord, which approval and shall not be unreasonably withheld or delayed; comply with all Legal Requirements and Landlord's construction procedures and requirements for the Building (d) including Landlord's requirements relating to insurance and contractor qualifications and scheduling of the work). Notwithstanding the foregoing, Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for have the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction includingright, without limitation: Landlord's consent, to make any Alteration to the Premises, provided that the Alteration (a) contractor’s and owners protection; is decorative in nature (such as paint, carpet or other wall or floor finishes, partitions or other such work), (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on affect the premises.Base Building ------------------- * Confidential Treatment Requested