Common use of Alterations Clause in Contracts

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

Alterations. Sublessee shall have Other than the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent construction of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAProject, which shall not be unreasonably withheld governed by the provisions of Article III of the Mortgage Loan Agreement, Borrowers shall, or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its cause Mortgage Borrowers to, obtain Lender’s prior consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with material alterations to any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by SublessorImprovements, which approval will consent shall not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to Notwithstanding the Premisesforegoing, Sublessee Lender’s consent shall not be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor required in connection with granting its any alterations that will not have a material adverse effect on any Borrower’s or Mortgage Borrower’s financial condition, the value of the Collateral, the applicable Property or the Net Operating Income, provided that such alterations (a) are made in connection with tenant improvement work performed pursuant to the terms of any Lease, (b) do not materially adversely affect any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements and the aggregate cost thereof does not exceed the Alteration Threshold Amount, or (c) are performed in connection with the Restoration of a Property after the occurrence of a Casualty or Condemnation in accordance with the terms and provisions of the Mortgage Loan Agreement and this Agreement. To the extent Lender’s prior written approval is required pursuant to this Section 5.1.21, Lender shall have fifteen (15) Business Days from receipt of written request and any and all reasonably required information and documentation relating thereto in which to approve or disapprove such request and such written request shall state thereon in bold letters of 14 point font or larger that action is required by Lender. If Lender fails to approve or disapprove the request within such fifteen (15) Business Days, Lender’s approval shall be deemed given. Should Lender fail to approve any such request, Lender shall give Borrowers written notice setting forth in reasonable detail the basis for such disapproval. In no event shall Lender require any “consent fee” as a condition to such Alterations (if required) any required approval. If the total unpaid amounts due and supplying services requested by Sublessee to Sublessee payable with respect to alterations to the construction Improvements at any Property (other than such amounts to be paid or reimbursed by Sublessee tenants under the Leases) shall at any time exceed the Alteration Threshold Amount, Borrowers shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrowers’ obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and that the applicable Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the then current ratings assigned to any Securities or any class thereof in connection with any Securitization, (D) a Letter of Credit, or (E) a completion and performance bond issued by an Approved Bank; provided, however, that (i) in the event (A) Mortgage Borrowers are required to and do deliver such security to Mortgage Lender under the Mortgage Loan Agreement, or (B) if the Mortgage Loan has been paid in full, First Mezzanine Borrowers are required to and do deliver such security to First Mezzanine Lender under the First Mezzanine Loan Agreement, or (C) if the Mortgage Loan and the First Mezzanine Loan have been paid in full, Second Mezzanine Borrowers are required to and do deliver such security to Second Mezzanine Lender under the Second Mezzanine Loan Agreement; and (ii) upon request, Lender receives evidence reasonably acceptable to it of the delivery of such security by Mortgage Borrowers to Mortgage Lender, or by First Mezzanine Borrowers to First Mezzanine Lender, or by Second Mezzanine Borrowers to Second Mezzanine Lender, as applicable, then Borrowers shall not be required to deliver any such security to Lender. Such security (if given as set forth above) shall be in an amount equal to the excess of the total unpaid amounts with respect to alterations to the Improvements on the applicable Property (other than such amounts to be paid or reimbursed by tenants under the Leases) over the Alteration within thirty (30) days Threshold Amount and during the continuance of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees an Event of all contractors and subcontractorsDefault, and comprehensive general liability insurance with Lender may apply such limits as Sublessor may require reasonably security from time to time during at the Base Term or Extension Term, if any, option of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, Lender to deliver to Sublessor certificates of all pay for such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofalterations.

Alterations. Sublessee 7.1 Other than Subtenant's improvements described in Exhibit C attached hereto (the "Initial Improvements"), which have been approved by Sublandlord and Overlandlord, Subtenant shall have the right to make no changes, alterations, additions additions, improvements or decorations ("Subsequent Alterations") in, to or about the Subleased Premises without Sublandlord's prior written consent, not to be unreasonably withheld, but in compliance with the ▇▇▇▇▇▇▇▇▇; provided, however, that Sublandlord's and improvements Overlandlord's consent shall not be required with respect to any interior Subsequent Alterations (collectively, hereinafter “Alterations”as defined in the ▇▇▇▇▇▇▇▇▇) to the Subleased Premises without obtaining consent of the PDA or Sublessor, provided that which (i) such Alterations do are not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the BuildingMajor Alterations, (ii) such Alterations in each instance do not exceed $250,000cost less than [***] for any one (1) job, and (iii) such Alterations do not require a permit of any kind, as long as (A) consent Subtenant delivers to Sublandlord and Overlandlord notice and a copy of any final plans, specifications and working drawings for any such Subsequent Alterations at least ten (10) days prior to commencement of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or work thereof, and (B) approval the other conditions of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at Article 8 of the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination [***] Confidential portions of this Leasedocument have been redacted and filed separately with the Commission. If Sublessor fails ▇▇▇▇▇▇▇▇▇, as incorporated herein, are satisfied. In the event Subtenant is permitted to give perform Subsequent Alterations in the Subleased Premises hereunder, Subtenant shall make no changes, alterations, additions, improvements or decorations which would result in Overlandlord charging Sublandlord for the cost of same, including any removal costs associated therewith, unless Subtenant agrees to pay those removal costs, and Subtenant hereby indemnifies Sublandlord from any such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein costs imposed by Overlandlord due to the contrary, Sublessee removal of Subtenant's Subsequent Alterations. Subtenant shall not be obligated comply with all laws and regulations relating to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, such construction including, but not limited to any datato, telephone or telecommunications wiring. In additionreceipt of certificates of occupancy, Sublessee shall have the right to installpermits and Americans with Disabilities Act (ADA) requirements, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for all costs associated therewith. Sublandlord may impose reasonable guidelines as may be necessary to protect its occupancy and shall cause rights provided in the contractor to abide by all ▇▇▇▇▇▇▇▇▇, including placing reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement restrictions on times when certain types of any such Alteration. All Alterations shall work may be performed in such a manner as order to maintain harmonious labor relations prevent undue intrusion and not noise to damage Sublandlord or other tenants in the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee Tenant shall have the right not make or cause to make be made any alterations, additions and or improvements (collectivelyor install or cause to be installed any fixtures, hereinafter “Alterations”) signs, floor coverings, interior or exterior lighting, plumbing fixtures, or shades or awnings, or make any other changes to the Leased Premises without first obtaining consent of the PDA or SublessorLandlord's written approval, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) which approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do sounreasonably withheld. Notwithstanding anything herein Tenant shall present to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work Landlord plans and Sublessee’s initial occupancy of specifications for such work at the Building, including, but not limited to any data, telephone or telecommunications wiringtime approval is sought. In additionthe event Landlord consents to the making of any alterations, Sublessee additions, or improvements to the Leased Premises by Tenant, the same shall have the right to install, be made by Tenant at its Tenant's sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance All such work with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent respect to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations alterations, additions, and changes shall be done in a good and workmanlike manner employing materials and diligently prosecuted to completion such that, except as absolutely necessary during the course of good quality and in compliance with Article 15 of such work, the Ground Lease and with lawsLeased Premises shall at all times be a complete operating unit. Any such alterations, rulesadditions, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee changes shall be responsible for performed and shall cause done strictly in accordance with all laws and ordinances relating thereto. In performing the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of work or any such Alteration. All Alterations alterations, additions, or changes, Tenant shall be have the same performed in such a manner as to maintain harmonious labor relations and not to damage obstruct access to any portion of the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees Any alterations, additions, or improvements to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to or of the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsLeased Premises, including, but not limited to, wallcovering, fume hoods, darkroom, paneling, and comprehensive general liability insurance built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be surrendered with the Premises, unless Landlord and Tenant agree at any time that the specific improvement may be removed by Tenant at the end of the Term provided Tenant restores the premises to its original condition, wear and tear excepted. If there is an agreement to allow removal, such limits items which are the subject of agreement shall be listed on Exhibit F which agreement, as Sublessor may require reasonably be revised by the parties from time to time during the Base Term or Extension Termtime, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations shall be made by Sublessee, and any permanent fixtures installed as a part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or The parties have agreed as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.items 1 through 8 listed on Exhibit F.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, 14.1 Sublessee shall not be obligated to do so. Notwithstanding anything herein perform any additions, alterations and improvements to the contrarySubleased Premises, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Buildingthereof, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require without the prior written consent of Sublessor and, Landlord (to the extent required under the Ground Prime Lease) and Sublessor, and otherwise in full compliance with all of the PDAapplicable terms, which shall not be unreasonably withheld or delayed subject to covenants and in accordance with conditions of the Ground Prime Lease. Sublessor Sublessee expressly understands and agrees that it in the event Landlord requires removal of improvements and alterations performed by and/or for Sublessee and restoration of the Subleased Premises, Sublessee agrees to promptly comply with such removal and restoration requirement of Landlord at the end of the term of the Sublease. 14.2 Sublessor and Sublessee shall cooperate and mutually agree upon any Separation Work (as herein defined) as may be reasonably necessary to sublease the Premises to Sublessee. Subject to any required Landlord approvals, Sublessee shall use commercially reasonable efforts to assist Sublessee in obtaining physically demise and separate the Subleased Premises, but only to the extent Sublessor and Sublessor have mutually agreed upon any consent required Separation Work, from the PDA relating remaining portion of Premises (the “Remaining Portion”) at Sublessee’s sole cost and expense. Such demising and separation work is referred to Alterations so long herein as Sublessee reimburses Sublessor for any reasonable outthe “Separation Work.” The Separation Work shall include the following, as required and applicable: (i) installation of one or more code-of-pocket costs compliant sheetrock demising walls between the Remaining Portion and the Subleased Premises or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations such other demising and partition materials as shall be done in reasonably sufficient to separate the Subleased Premises from the Remaining Portion, finished to match the wall finishes on the Premises to the extent practicable; (ii) any reconfiguration of HVAC distribution, sprinkler system distribution, electrical outlets, and lighting necessary as a good consequence of installation of such demising wall(s); and workmanlike manner employing materials of good quality all Separation Work must comply with all applicable fire, safety, health, and in compliance with Article 15 of the Ground Lease and with lawsbuilding codes provided, ruleshowever, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will it shall not be unreasonably withheld, conditioned a default hereunder if Sublessor does not commence or delayed. If Sublessee employs outside contractors for Alterations to complete the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in Separation Work on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofdate hereof.

Alterations. Sublessee Tenant shall have the right not make or cause to make be made any alterations, additions and or improvements (collectivelyor install or cause to be installed any fixtures, hereinafter “Alterations”) signs, floor coverings, interior or exterior lighting, plumbing fixtures, or shades or awnings, or make any other changes to the Leased Premises without first obtaining consent of the PDA or SublessorLandlord’s written approval, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) which approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do sounreasonably withheld. Notwithstanding anything herein Tenant shall present to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work Landlord plans and Sublessee’s initial occupancy of specifications for such work at the Building, including, but not limited to any data, telephone or telecommunications wiringtime approval is sought. In additionthe event Landlord consents to the making of any alterations, Sublessee additions, or improvements to the Leased Premises by Tenant, the same shall have the right to install, be made by Tenant at its Tenant’s sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance All such work with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent respect to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations alterations, additions, and changes shall be done in a good and workmanlike manner employing materials and diligently prosecuted to completion such that, except as absolutely necessary during the course of good quality and in compliance with Article 15 of such work, the Ground Lease and with lawsLeased Premises shall at all times be a complete operating unit. Any such alterations, rulesadditions, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee changes shall be responsible for performed and shall cause done strictly in accordance with all laws and ordinances relating thereto. In performing the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of work or any such Alteration. All Alterations alterations, additions, or changes, Tenant shall be have the same performed in such a manner as to maintain harmonious labor relations and not to damage obstruct access to any portion of the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees Any alterations, additions, or improvements to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to or of the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsLeased Premises, including, but not limited to, wall covering, fume hoods, darkroom, paneling, and comprehensive general liability insurance built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be surrendered with the Premises, unless Landlord and Tenant agree at any time that the specific improvement may be removed by Tenant at the end of the Term provided Tenant restores the premises to its original condition, wear and tear excepted. If there is an agreement to allow removal, such limits items which are the subject of agreement shall be listed on Exhibit F which agreement, as Sublessor may require reasonably be revised by the parties from time to time during the Base Term or Extension Termtime, if any, shall be made a part of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with both Sublessor’s Work and SublesseeMaster Lessor’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under architect and contractor engaged by Sublessee to perform work in or about the Ground Lease, the PDASubleased Premises, which consent Sublessor shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Leasewithhold. Sublessor agrees that it shall use commercially reasonable efforts not charge Sublessee any supervisory fee with respect to assist any alterations, additions or improvements (collectively, “Alterations”) that Sublessee makes to the Subleased Premises, other than any supervisory fee that Master Lessor charges Sublessor with respect thereto (which charge Sublessee shall pay Sublessor as Additional Rent (as defined below) hereunder). Except as modified by this Section, Sublessee shall strictly comply with all obligations of Section 6 of the Master Lease, as incorporated by reference herein. Notwithstanding anything to the contrary contained in this Sublease, (a) if so required in writing by Master Lessor, Sublessee shall remove all Alterations made by or on behalf of Sublessee in obtaining any or to the Subleased Premises (whether or not Sublessor’s consent was required from hereunder) at expiration or termination of this Sublease and restore the PDA relating Subleased Premises to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred the condition shown on Exhibit B hereto, ordinary wear and tear and damage caused by Sublessor in connection therewith. Sublessor may condition its excepted, all at Sublessee’s sole cost and expense, and (b) Sublessee shall not be required to obtain Sublessor’s consent (but shall still be required to obtain Master Lessor’s consent, if applicable) to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration to the Subleased Premises if (i) (A) the total cost (including soft costs) for such Alteration does not exceed Twenty Thousand Dollars ($20,000), (B) such Alteration does not affect the foundation, roof or earlier termination any structural component of the Term Building, (C) such Alteration does not materially affect the Building’s mechanical, electrical, plumbing or life safety systems, and (D) Sublessee provides Sublessor with not fewer than ten (10) days’ prior written notice of this Lease. All work done Sublessee’s construction or installation of such Alteration, or (ii) if Master Lessor consents in connection with any writing to the Alterations shall in question and agrees that it need not be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 removed at the end of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature term of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Master Lease. Sublessee shall yield up furnish to Sublessor copies of all permits and plans and specifications for all Alterations made by or for Sublessee to the Premises in the condition the Premises were in Subleased Premises, whether or not Sublessor’s consent thereto is required hereunder. Sublessee shall pay, when due, all Claims for labor or materials furnished or alleged to have been furnished to or for Sublessee at or for use on the Rent Commencement Date Subleased Premises. If any mechanic’s lien is recorded for work claimed to have been done for, or as they may on behalf of, or for materials claimed to be placed during the Term furnished to or for Sublessee, then Sublessee shall, at its expense, immediately discharge such lien, by bond or otherwise, on demand of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee (a) Following the Commencement Date, subject to prior express written approval by Overlandlord and Sublandlord, Subtenant shall have the right to make alterationsnon-structural Alterations to the Subleased Premises (the “Sublease Improvements”) described in Schedule 8(a). Sublandlord shall not unreasonably withhold its consent to such Sublease Improvements, additions provided that Overlandlord has given its prior written consent to Sublandlord, but such consent shall be subject to removal of such Sublease Improvements and restoration of the Subleased Premises as and to the extent provided in Section 8(d) of this Sublease. The Sublease Improvements shall be carried out in accordance with the terms of this Sublease, the ▇▇▇▇▇▇▇▇▇ (including, without limitation the Alterations provisions thereof set forth in Section 7.5 and the provisions of Section 7.13 thereof), and all applicable laws. The Sublease Improvements (and any other Alterations) shall be performed by Subtenant, at its sole risk and expense. Without limiting any requirements of the ▇▇▇▇▇▇▇▇▇, Subtenant shall submit to Sublandlord for Sublandlord’s approval: (i) a set of design/development plans sufficient for Landlord to approve Subtenant’s proposed design of the Sublease Improvements (including, without limitation, demolition, improvements and installations) and, (ii) thereafter, a full set of detailed construction drawings for the Sublease Improvements. Sublandlord’s review of any such plans (whether for the Sublease Improvements or any other Alterations) is solely for the benefit of Sublandlord, and neither Subtenant nor any third party shall have the right to rely upon Sublandlord’s approval thereof for any other purpose whatsoever. In connection with the performance of the Sublease Improvements, Sublandlord shall provide, subject to and in accordance with Section 4(b)(ii) of this Sublease, a Sublease Improvements Allowance Credit to be applied by Subtenant to payment of the actual out of pocket costs of construction of the Sublease Improvements and, subject to and in accordance with Section 4(b)(iii) of this Sublease, a Steam Generator Allowance Credit to actual out of pocket costs and expenses with respect to the repair, replacement or removal of the steam generator and/or installation of humidification units within the vivarium facility within the Subleased Premises. The Sublease Improvements Allowance Credit and Steam Generator Allowance Credit shall be made available, as set forth respectively in Section 4(b)(ii) and Section 4(b)(iii) of this Sublease. Notwithstanding anything to the contrary, (i) neither Sublandlord nor Overlandlord shall be responsible for the payment of any labor, materials or other costs or expenses of the Sublease Improvements (or any other Alterations), or of the repair, replacement or removal of the steam generator and/or installation of humidification units and (ii) without diminishing the generality and scope of Section 10(c) of this Sublease, the obligations of Overlandlord under Section 3.1 of the ▇▇▇▇▇▇▇▇▇ shall not be obligations of Sublandlord under this Sublease. (b) Except for the Sublease Improvements so approved in writing by Sublandlord and Overlandlord, Subtenant shall not make any alteration, improvement, decoration, or installation (collectively, hereinafter “Alterations”) in or to the Subleased Premises, without in each instance obtaining the prior written consent of Overlandlord and Sublandlord (which consent of Sublandlord may be withheld or conditioned in its sole and absolute discretion if restoration of the Subleased Premises to the condition existing prior to the making of such Alterations or Sublease Improvements, removal of such Alterations or Sublease Improvements or payment of any kind by Sublandlord is or may be required by Overlandlord as a consequence thereof and which consent of Sublandlord shall not be unreasonably withheld or conditioned, provided that the written consent of Overlandlord pursuant to Section 8.1(d) of the ▇▇▇▇▇▇▇▇▇ is in form satisfactory to Sublandlord in its sole discretion and satisfies the requirements of Section 24 of this Sublease). If any Alterations are made by Subtenant without complying with the terms of the ▇▇▇▇▇▇▇▇▇ and this Sublease, or without obtaining the prior written consent of the PDA Overlandlord and Sublandlord, Overlandlord and/or Sublandlord may remove same, and may repair and restore the Subleased Premises and any damage arising from such removal, and Subtenant shall be liable for any and all costs and expenses incurred by Overlandlord and/or Sublandlord in the performance of such work. In no event shall Subtenant make any Alterations in or Sublessorto the Subleased Premises if to do so would constitute a default under the ▇▇▇▇▇▇▇▇▇. (c) If any Alterations are consented to by Overlandlord and Sublandlord, Subtenant may have such Alterations performed strictly in accordance with the requirements and conditions of the ▇▇▇▇▇▇▇▇▇ including, without limitation, Sections 7.5 and 7.13 thereof, and in a good and workmanlike manner by contractors of its own choice, at its cost and expense, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life Subtenant has obtained written approval of the structure contractor by Overlandlord and Sublandlord, which approval of Sublandlord will not be unreasonably withheld, conditioned or delayed if the systems contractor is properly licensed, adequately bonded and insured, and experienced in performing Alterations of the Buildingtype approved. The design of and plans for all Alterations undertaken by Subtenant shall also be subject to prior written approval of Overlandlord and Sublandlord in accordance with the standards set forth in the ▇▇▇▇▇▇▇▇▇ and shall not be commenced until such approval is obtained. If any Alterations are consented to by Overlandlord and Sublandlord, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent Subtenant shall comply with all applicable provisions of the PDA under Article 15 of ▇▇▇▇▇▇▇▇▇ with respect to the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice performance of such Alterations. With reasonable notice to Subtenant, Sublessor Overlandlord and Sublandlord shall notify Sublessee within such period whether Sublessor shall require Sublessee at all times have the right to remove such Alterations inspect the work performed by any contractor selected by Subtenant during normal business hours. (d) Unless, and only to the extent that the terms of the Overlandlord Consent expressly provide otherwise, upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSublease, Sublessee Subtenant shall not be obligated to do so. Notwithstanding anything herein to surrender the contrarySubleased Premises, Sublessee shall not be obligated to remove or restore any together with all Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Buildingother improvements, including, but not limited without limitation, plumbing, lighting, electrical, HVAC, telecommunications (unless Sublandlord otherwise directs), and other items used in the operation of the Subleased Premises), free of Hazardous Materials and biological materials brought upon, used, handled, stored, kept, or disposed of on the Subleased Premises by Subtenant or a Subtenant Party, and subject only to any datareasonable wear and tear and to damage, telephone if any, by fire or telecommunications wiringother casualty. In additionAll Alterations in or upon the Subleased Premises made by Subtenant shall become part of and remain in the Subleased Premises upon such expiration or termination without compensation, Sublessee shall have allowance or credit to Subtenant; provided, however, that upon the right to installexpiration or earlier termination of this Sublease, at its sole cost and expense, a backup generator for (i) in the Building event Subtenant makes Alterations in a location to be reasonably determined by Sublessor and Sublessee, subject or to the other Subleased Premises in violation of the provisions hereof related to Alterations. Any other Alterations shall require set forth in this Section 8, or (ii) if the prior written consent terms of Sublessor and, to the extent required under ▇▇▇▇▇▇▇▇▇ or the Ground Lease, the PDA, which shall not be unreasonably withheld Sublandlord’s or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its Overlandlord’s consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same Alterations or to the Sublease Improvements require (or permit the Overlandlord or Sublandlord to require), upon the expiration or earlier termination of the Term ▇▇▇▇▇▇▇▇▇ or this Sublease, removal of such Alterations, the Sublease Improvements or any portion(s) thereof, and/or the restoration of the Subleased Premises by reason of the installation or removal of such Alterations, Sublease Improvements or any portion(s) thereof, Subtenant shall remove said Alterations and/or Sublease Improvements and thereafter repair all damage resulting from such removal and restore the Subleased Premises to the condition as of the date possession was delivered to Subtenant (or such other condition as required by this LeaseSublease, Sublandlord’s consent, the ▇▇▇▇▇▇▇▇▇ or the Overlandlord’s consent, as applicable). All work done If Subtenant fails or refuses to remove such Alterations and/or Sublease Improvements, or fails to repair and restore the Subleased Premises, Overlandlord or Sublandlord may cause the same to be removed, and repairs and restoration to be made, in connection which event Subtenant shall reimburse to the party who caused said Alterations and/or Sublease Improvements to be removed and repairs made, the cost of such removal, repairs and restoration, together with any Alterations shall be done in a good and workmanlike manner employing materials all damages which Overlandlord or Sublandlord may suffer and sustain by reason of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned Subtenant’s failure or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation refusal to remove said Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises and/or Sublease Improvements including, without limitation, computers, refrigerators, freezersholdover rent and damages. Subtenant shall surrender to Sublandlord all keys and combinations to locks which Subtenant is permitted to leave. If the Term of this Sublease (or any portion thereof) expires at or about the date of the expiration of the ▇▇▇▇▇▇▇▇▇ (or any portion thereof), and water processing systemsif Sublandlord is required under or pursuant to the terms of the ▇▇▇▇▇▇▇▇▇ to remove any Alterations and/or Sublease Improvements, Subtenant shall permit Sublandlord to enter the Subleased Premises for a reasonable period of time prior to the expiration of this Sublease for the purpose of removing its Alterations and/or Sublease Improvements and restoring the Subleased Premises as required. The foregoing however, shall remain not excuse or relieve Subtenant of the property obligation to remove such Alterations and Sublease Improvements prior to expiration of Sublessee and may be installed or removed by Sublessee the Term of this Sublease if their removal is required at any time during the Lease Term or upon expiration of the term of the ▇▇▇▇▇▇▇▇▇. The obligations of Subtenant as provided in this paragraph shall survive the expiration or earlier termination thereofof this Sublease.

Alterations. Sublessee Sub-Subtenant shall have the right to make alterations, additions and not perform any alterations or improvements (collectively, hereinafter “Alterations”) to within the Sub-Sublease Premises without obtaining the prior consent of Sub-Sublandlord (which Sub-Sublandlord may withhold in accordance with the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life terms of the structure or the systems of the BuildingMaster Lease incorporated herein), (ii) such Chinook, and Master Landlord. Sub-Subtenant may obtain consent for any Alterations in each instance do not exceed $250,000, the Sub-Sublease Premises from Master Landlord and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as Chinook directly if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work permitted by Master Landlord and Sublessee’s initial occupancy of the Building, includingChinook, but not limited Sub-Sublandlord shall cooperate to any data, telephone or telecommunications wiringmake such requests. In addition, Sublessee Sub-Subtenant shall have be directly responsible for the right work and the costs associated with any Alterations in the Sub-Sublease Premises including fees payable to Master Landlord, costs payable to Chinook in determining whether to provide its consent, and any costs incurred by Sub-Sublandlord in determining whether to provide its consent. Throughout the Sub-Sublease Term, Sub-Sublandlord shall provide Sub-Subtenant with reasonable access, with reasonable prior written notice to Sub-Sublandlord’s Master Sublease Premises to lay, install, at its sole cost maintain and expenseremove data and telecommunications cabling and equipment within building risers, a backup generator for ceilings and interior portions of the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to AlterationsBuilding. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall Sub-Subtenant will use commercially reasonable efforts to assist Sublessee in obtaining any consent required from coordinate the PDA relating scheduling of such repairs with Sub-Sublandlord to Alterations so long as Sublessee reimburses Sublessor for any reasonable outminimize impact on Sub-of-pocket costs or expenses incurred by Sublessor in connection therewithSublandlord’s operations. Sublessor may condition its consent Notwithstanding anything to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done contrary contained herein, in connection with any Alterations shall be done in a good and workmanlike manner employing materials Sub-Subtenant’s exercise of good quality and in compliance with Article 15 of its rights under this Sub-Sublease to enter the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Master Sublease Premises, Sublessee Sub-Subtenant and Sub-Subtenant’s employees or agents shall be responsible for adhere to all applicable laws and shall cause the contractor to abide by all Sub-Sublandlord’s reasonable procedures, rules security and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations health and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofsafety protocols.

Alterations. Sublessee Subtenant shall have the right to make alterationsno alteration, additions and improvements (collectivelymodification, hereinafter “Alterations”) addition, or improvement to the Premises Subleased Premises, without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andSublandlord, which consent shall not be unreasonably withheld, conditioned, or delayed and (ii) to the extent required under the Ground Primary Lease, the PDAprior written consent of the Prime Landlord. The parties acknowledge and agree that Sublandlord may not reasonably object to an Alteration because such Alterations may facilitate production and fulfillment activity at the Subleased Premises by Subtenant for a party who may be a competitor with the goods and services of Sublandlord. All reasonable third party review costs incurred by Sublandlord or imposed by Prime Landlord with regard to proposed Alterations shall be reimbursed by Subtenant. In connection with such consent, which Sublandlord and/or Prime Landlord may require in writing that Subtenant remove such Alterations and restore the Subleased Premises to substantially their condition on the Sublease Term Commencement Date, on or before the end of the Sublease Term, and if Subtenant fails to so remove any such Alterations and so restore the Subleased Premises as required, Subtenant shall forthwith pay on demand all reasonable costs and expenses incurred by Sublandlord and/or Prime Landlord in such removal or restoration. Notwithstanding anything to the contrary set forth herein, Subtenant shall not be unreasonably withheld responsible for the removal of any Alterations which Sublandlord and Prime Landlord specifically agree, in the consent to the making of such Alterations or delayed subject to otherwise, may remain in the Subleased Premises. If any Alterations are made without Sublandlord’s consent, then Prime Landlord or Sublandlord may remove the same, and in accordance with may correct, repair and restore the Ground Lease. Sublessor agrees that it Subleased Premises and any damage arising from such removal, and Subtenant shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor be liable for any and all reasonable out-of-pocket costs or and expenses incurred by Sublessor Prime Landlord or Sublandlord in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term performance of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofwork.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein make any alterations to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of Subleased Premises without the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAPrime Landlord and Sublessor, which shall not consent may be unreasonably granted or withheld in their sole discretion. Sublessee may, without further notice to or delayed subject approval of Sublessor or Prime Landlord, install and maintain data and voice cabling required by Sublessee in order to and utilize the Subleased Premises for its intended use in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred plans previously approved by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, (which approval will not be unreasonably withheld, conditioned or delayed) and may change the locks as discussed below. If Sublessee’s telecommunications provider installs telecommunications equipment and/or related connecting equipment (i.e., cables, conduits, inner ducts and connecting hardware) in the building in connection with the provision of telecommunications services to Sublessee employs outside contractors for Alterations to (collectively, the Premises“Telecommunications Equipment”), then: (a) immediately following the installation of same, throughout the Term and following the expiration or earlier termination of this Sublease, all such Telecommunications Equipment shall be properly labeled (identifying both the service provider and Sublessee) at Sublessee’s sole cost and expense; and (b) at the expiration or earlier termination of this Sublease, Sublessee shall shall, at Sublessee’s sole cost and expense, without liens, cause all such Telecommunication Equipment to be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage removed from the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to Any such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration property not so removed within thirty (30) days after the expiration or earlier termination of this Sublease may, at Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry workersole option: (i) be removed and stored by Sublessor at Sublessee’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term expense; or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall (ii) become the property of Sublessor upon the expiration or other sooner termination of this Leasewithout compensation to Sublessee. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Leaseshall, reasonable wear at its sole cost and tearexpense, repair all damage caused by the installation, operation and/or removal of the Telecommunications Equipment. If Sublessee fails to repair any such damage, Sublessor may, in its sole discretion, repair such damage and Sublessee shall, within thirty (30) after Sublessor’s activities or breach of its repair written request for payment, reimburse Sublessor for all costs and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject expenses reasonably relating to Sublessee’s obligation to remove Alterations as provided in this Lease)such damage. Notwithstanding the foregoing or anything in this Lease Sublessee may make alterations to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles Subleased Premises only in accordance with Paragraph 12 of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofPrime Lease.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein make or have made on its behalf any alterations or improvements to the contrary, Subleased Premises (“Sublessee shall not be obligated to remove or restore any Alterations made as part of or Improvements”) except in connection accordance with Sublessor’s Work and Sublessee’s initial occupancy the requirements of the BuildingPrime Lease and Prime Sublease with the prior written consent and approval of Sublessor, includingsuch consent not to be unreasonably withheld, but conditioned, or delayed provided such alternations or improvements are consistent with existing Subleased Premised space design and incorporates building standard materials and, to the extent such consents and approvals are required under the Prime Lease and Prime Sublease, the prior written consent and approval of Landlord and E&Y, respectively (the “Approved Alterations”). Such Sublessee Improvements shall be completed in accordance with a schedule and plans and specifications submitted to and approved by the Landlord, E&Y and Sublessor. Provided Sublessee is not limited to any data, telephone or telecommunications wiring. In additionin default of its obligations under this Sublease, Sublessee shall have the right to installan allowance for Sublessee Improvements that comply with the terms hereof in the amount of Sixty-Three Thousand, at its sole cost Five Hundred Sixty Dollars and expense00/100 ($63,560.00) Dollars (the “Allowance”). Sublessor shall, within forty five (45) days after Sublessee presents a backup generator request for reimbursement under this Allowance, reimburse Sublessee for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject costs of the Approved Alterations up to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination amount of the Term Allowance, provided Sublessee first delivers to Sublessor all of this Lease. All the following: (i) copies of invoices for such Approved Alterations, (ii) executed lien waivers from all contractors and subcontractors who performed work done in connection with said invoices, and (iii) updated “as-built” AutoCAD files. Upon execution of this Sublease, Sublessor shall provide Sublessee with any Alterations files and/or plans in Sublessor’s possession pertaining to the Subleased Premises, it being understood that Sublessor’s delivery of such files and/or plans to Sublessee shall not in any way be deemed a warranty or representation about the accuracy thereof Sublessee shall be done in a good permitted to use any reputable architect, engineer, contractor or subcontractor to perform the Approved Alterations, provided Landlord and workmanlike manner employing materials E&Y consent to Sublessee’s use of good quality such party. The Allowance shall apply to all Approved Alterations, as well as the cost of shampooing carpet and in compliance with Article 15 cleaning vinyl flooring throughout the Subleased Premises, painting walls, computer wiring, electrical and lighting work, space re-design (including conference room) and furniture re-configuration (e.g. workstations) due to the construction of the Ground Lease demising wall and other furnishings of the Subleased Premises in connection with lawsSublessee’s intended use of the Subleased Premises. Sublessee shall reimburse Sublessor for (i) any costs charged by the Landlord and E&Y for (A) their review of any schedule and plans and specifications setting forth such Approved Alterations or (B) otherwise in connection with the Approved Alterations and (ii) fees for the review or approval of any schedule and plans and specifications for future Alterations. Sublessee hereby indemnifies and holds harmless Sublessor against any loss, rulesliability, orders and regulations cost, damage or claim arising out of governmental authorities having jurisdiction thereof and by contractors or relating to any Sublessee Improvements, whether or not approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee (a) Except as hereinafter expressly provided, Tenant shall have make no improvements, changes or alterations in or to the right to make alterations, additions and improvements Premises (collectively, hereinafter “Alterations”) without Landlord’s prior approval, which approval shall not be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, Landlord’s approval shall not be required for (x) minor Alterations which are purely decorative in nature such as wallpapering, millwork, painting and carpeting (collectively, “Decorative Alterations”) and (y) Non-Material Alterations; provided, that (A) with respect to Decorative Alterations and Non-Material Alterations, Tenant shall deliver notice thereof to Landlord at least 10 Business Days prior to the Premises without obtaining consent commencement thereof, including detailed plans and specifications for any Non-Material Alteration (except to the extent the relevant Non-Material Alteration is of such a minor nature that it would not be customary industry practice for landlords of First Class Office Buildings to require their tenants to prepare plans and/or specifications for such work) and (B) Tenant shall adhere to the PDA or Sublessor, provided other applicable requirements of this Section 4.02. “Non-Material Alteration” means Alterations that (i) such Alterations are limited to the interior of the Premises and do not materially affect the exterior (including the appearance) of the Building or any portion thereof, (ii) are not structural and do not adversely affect the soundness, structural integrity, exterior appearance, or useful life strength of the structure Building or any portion thereof, (iii) do not affect the usage or the systems functioning of any of the Building systems, (iv) do not affect other tenants or occupants of the Building, (iiv) such Alterations in each instance do not require a change to the Building’s certificate of occupancy, (vi) do not require a permit from the New York City Department of Buildings and (vii) do not exceed the Non-Material Alterations Cap. The “Non-Material Alterations Cap” means an aggregate of $250,000, and (iii) such Alterations do not require (A) consent 100,000 per full floor of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain Premises for all Non-Material Alterations performed by Tenant in any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such rolling 12-month period, Sublessee shall not be obligated Subject to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made CPI Increases (as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Leasehereinafter defined). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Notwithstanding the provisions of Article 9 of the Master Lease, any alteration, which requires Master Lessor's approval pursuant to the Master Lease, shall not be commenced by Sublessee unless and until such consent is obtained. Any such alteration shall be at Sublessee's sole cost and expense. At the time Sublessor and Master Lessor consent to any alteration, additions or improvements, Sublessor and Master Lessor shall inform Sublessee in writing whether Sublessee is responsible for the removal of such alterations and improvements at the expiration or earlier termination of the term of this Sublease, provided that Sublessee, in its request for consent to the alteration, addition, or improvement, has expressly requested that Sublessor and Master Lessor specify the nature and extent of any such removal obligation. If such notification is not made, Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee no responsibility to remove any such Alterations upon alteration or improvement at the expiration or earlier termination of this LeaseSublease. If Any alteration made by Sublessee shall become a part of the Sublease Premises, and at Sublessor's election (and to the extent required, the consent of the Master Lessor), shall be surrendered to Sublessor fails at the end of the Sublease term. Any alteration made by Sublessee shall, at Sublessor's election, become Sublessor's property throughout the Sublease term except for any specialized improvements installed by Sublessee (which improvements shall be part of Sublessee's Equipment and Alterations, as defined in Exhibit B-2), which improvements shall remain the property of Sublessee and which improvements shall be removed by Sublessee at the expiration or earlier termination hereof. In the event Sublessor is (or becomes) obligated under the Master Lease to give such notification to Sublessee within such periodremove any of Sublessee's alterations, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove same at Sublessee's sole cost and expense and to restore the Sublease Premises to its condition prior to the alteration but only to the extent required by Sublessor or restore Master Lessor in their written consent to any Alterations made as part of or in connection with Sublessor’s Work and such alteration. In the event that Sublessee removes any items it is permitted to remove under Exhibit B-2, Sublessee’s initial occupancy , subject to the provisions of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installsecond sentence of this Section 8, at its sole cost and expense, a backup generator for shall restore the Building in a location Sublease Premises to be reasonably determined by Sublessor and its condition prior to alteration. Sublessee, subject 's obligation to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining remove any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent alteration made to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination portion of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing Sublease Premises prior to the commencement of any such Alteration. All Alterations Commencement Date as Tenant under the Master Lease shall be performed in such a manner as to maintain harmonious labor relations and not to damage governed by the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature terms of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Master Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee Subject to the terms and provisions of this Sublease, Subtenant shall accept the existing improvements to the Premises in their “as is” condition as of the date hereof and shall have no obligation to remove those existing improvements at the right end of the Term. Additionally, Subtenant shall have no obligation to remove the existing raised flooring at the end of the Term. Subtenant shall make no other alterations, installations, additions and or improvements (collectively, hereinafter “Alterations”) to in or about the Premises without obtaining the prior written consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations Prime Landlord in each instance do not exceed $250,000as provided in the Prime Lease, it being understood that any Alterations consented to by Prime Landlord shall be deemed to have been consented to by Sublandlord provided and on condition that (iiia) such Alterations do not require (A) Prime Landlord’s consent of states that neither Subtenant nor Sublandlord shall be required to restore the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations Premises upon the expiration or earlier termination of this LeaseSublease to the condition prior to such installation of Alteration and (b) all requests for such consent shall be delivered to Sublandlord for delivery to Prime Landlord. If Sublessor fails to give such notification to Sublessee within such periodPrime Landlord’s consent does not so state, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessorthen Sublandlord’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations such alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed by Subtenant at its sole cost and expense and in compliance with all of the provisions of the Prime Lease, including the provisions requiring Prime Landlord’s prior written consent. In the event that Subtenant shall make any Alterations, Subtenant shall, if required by Prime Landlord and Sublandlord, upon consent for making such a manner Alteration, restore the Premises to their original condition at the commencement of the Sublease (reasonable wear and tear excepted) at the expiration of this Sublease. Subtenant will only be required to restore Specialty Alterations (as to maintain harmonious labor relations defined in the Prime Lease) if required by Prime Landlord. Subtenant hereby indemnifies and not to damage the Building. Sublessee shall indemnify and hold Sublessor holds Sublandlord harmless from any damage caused by Sublesseeliability, it may incur to Prime Landlord or others resulting from Subtenant’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofAlterations.

Alterations. Sublessee (a) The Lessee shall have not effect any improvement, alteration, renovation, expansion, demolition on or rebuilding or excavation of any part of the right to make alterationsLeased Premises, additions and improvements the Construction Laydown Area, the Easement Areas or Lessee’s Improvements (collectively, hereinafter including Facility) (collectively “Alterations”) without complying with the provisions of this Section 6.1. Before undertaking any Alterations, the Lessee shall deliver thirty (30) days’ prior written notice of its intention to do so to the Premises without obtaining consent Lessor and shall describe the scope of the PDA or Sublessor, provided that Alterations with reasonable particularity. (b) If the Alterations: (i) such Alterations do not materially adversely affect involve excavation at or below grade and are not reasonably expected to (i) impact the soundnessLessor’s or any Third Party’s improvements, structural integrityfacilities, exterior appearanceroads, tracks, pipelines, pipe racks, wires, lines, conduits or other infrastructure at the Leased Premises or the Lessor’s Premises, or useful life of the structure or the systems of the Building, (ii) exacerbate any existing environmental contamination or interfere with a Remedial Action that has previously been communicated to the Lessee in writing by the Lessor, the Lessee may undertake the Alterations without the Lessor’s consent, but the Lessor may, by notice in writing delivered within ten (10) Business Days of receipt of the Lessee’s notice, require the Lessee to meet with the Lessor to discuss changes to such Alterations which the Lessor reasonably believes to be necessary in each instance do not exceed $250,000, and (iii) such Alterations do not require order to avoid the potential for: (A) consent a breach of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or this Lease; (B) approval a breach of plans from another governmental agency to obtain any required building Related Agreement; or other permit(C) an adverse effect on the Lessor’s Premises, Easement Areas, or any of the Lessor’s or any Third Party’s improvements at or within the Leased Premises or the Lessor’s Premises. If applicablethe Lessor delivers the notice, Sublessee the Lessee shall provide Sublessor negotiate with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Lessor in good faith with a view to implementing the Lessor’s proposed changes to the Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails the Lessor does not deliver the notice within the time specified, the Lessee may commence the Alterations without the requirement to give consult with the Lessor or to provide further notice unless the scope or nature of the Alterations changes in a material manner that would require the delivery of a second or subsequent notice in which event the procedures set forth above will apply equally to such notification to Sublessee within such periodsecond and any subsequent notices; (ii) involve excavation at or below grade, Sublessee the Lessee shall not be obligated to do so. Notwithstanding anything herein to undertake the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessorwithout the Lessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors delayed and subject to the Lessor’s consent, the Lessee (1) shall not commence such excavation until the Lessor provides the Lessee with excavation procedures applicable to the Alteration and (2) shall comply with Lessor’s Safety Requirements for any such excavation; (iii) are reasonably expected to (x) impact the Lessor’s or any Third Party’s improvements, facilities, roads, tracks, pipelines, pipe racks, wires, lines, conduits or other infrastructure at the Leased Premises or the Lessor’s Premises, or (y) exacerbate any existing environmental contamination that has been communicated to the Lessee in writing by the Lessor, or (z) interfere with a Remedial Action, the Lessee shall not undertake the Alterations without the Lessor’s prior written consent, which may be withheld, conditioned or delayed in the Lessor’s sole discretion for any reason or no reason; and/or (iv) involve the discharge to any wastewater treatment facility commonly used or under a shared wastewater Environmental Permit with the Lessor, or the emission to air either (A) under a shared air emission Environmental Permit with the Lessor or (B) that may reasonably be expected to cause the ambient air concentration of an air pollutant to exceed that allowed by Environmental Law or the Lessee’s or the Lessor’s Safety Requirements, in each case above, of (X) any chemical or substance not discharged or emitted as of the Commencement Date, or (Y) a materially increased amount or concentration of any chemical or substance relative to the amount or concentration discharged or emitted as of the Commencement Date, the Lessee shall not undertake the Alterations without the Lessor's prior written consent. (c) Except as otherwise specifically permitted in the provisions of this Lease, the Lessee shall not make any Alterations to the PremisesEasement Areas without the Lessor’s prior written consent, Sublessee (i) which consent, with respect to any replacement (as opposed to expansions or additions) of existing Lessee’s Improvements located within the Easement Areas, shall not be responsible unreasonably conditioned, delayed or withheld and (ii) which consent may otherwise be withheld in the Lessor’s sole discretion for and any reason or no reason. (d) Any Alterations effected by the Lessee shall cause not interfere with the contractor rights granted to abide or reserved by the Lessor in this Lease. In addition, all reasonable proceduresAlterations will be carried out in compliance with all applicable Laws, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by SublesseeLessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee Safety Requirements with respect to the construction by Sublessee Leased Premises, the Lessor’s Safety Requirements with respect to the Easement Areas and otherwise performed in a good and workmanlike manner and with minimum disruption and inconvenience to the Lessor and the Lessor’s Premises. Upon completion of any Alteration within thirty Alterations the Lessee shall inform the Lessor regarding the operation of the Leased Premises, Easement Areas, the Construction Laydown Area or Lessee’s Improvements to the extent affected by any such Alterations and to the extent reasonably required for the Lessor to (30i) days understand the nature and effect of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors Alterations, (ii) coordinate environmental, health, security and subcontractorssafety matters with the Lessee, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time (iii) appropriately respond to time during the Base Term or Extension Termenvironmental, if anyhealth, of this Lease, taking into account the complexity security and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofsafety emergencies.

Alterations. Sublessee shall have In the right event Subtenant desires to make alterations, additions and or improvements (collectively, hereinafter “Alterations”) to the Sublease Premises, Subtenant shall concurrently provide to each of Sublandlord and Master Landlord, in accordance with the notice provisions herein, a description of the proposed alterations, additions or improvements, together with and a copy of the proposed plans and specifications for review and approval. Subtenant shall make no alterations, additions or improvements in or to the Sublease Premises without obtaining the prior written consent of both Sublandlord (except that Sublandlord’s consent shall not be required for alterations referenced in the PDA “provided, however” clause in the first sentence of Section 6.05) and, if required by the Master Lease, Master Landlord. Sublandlord shall not unreasonably withhold, condition or Sublessordelay its consent to any proposed alteration, provided that addition or improvement. Notwithstanding the foregoing, it shall not be unreasonable for Sublandlord to withhold consent to any alteration, addition or improvement for which Master Landlord does not provide consent. Sublandlord shall give its consent or reasons for failure to consent to any proposed alteration, addition or improvement within ten (i10) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life business days after Sublandlord has received from Subtenant a description of the structure proposed alterations, additions or the systems improvements, together with and a copy of the Buildingproposed plans and specifications. Any such approved alterations, (ii) such Alterations additions or improvements shall be installed in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent accordance with the terms of the PDA under Article 15 Master Lease. In the event Subtenant makes any such alterations, additions or improvements, Subtenant shall restore the Sublease Premises at the expiration or earlier termination of the Ground Lease (applied Sublease Term to its condition existing as if Sublessee were of the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permitCommencement Date, reasonable wear and tear excepted, unless Master Landlord otherwise agrees in writing. If applicableMaster Landlord agrees in writing that any alterations, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at additions or improvements installed by Subtenant may remain in the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations Sublease Premises upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSublease, Sublessee Sublandlord shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installrequire that Subtenant remove those alterations, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld additions or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofof this Sublease.

Alterations. Sublessee shall have the right If Lessee desires to make alterations, additions construct and improvements install Alterations (collectively, hereinafter “Alterations”) to the Premises without obtaining consent during the Lease term, Lessee shall submit a space plan therefor (“Alterations Space Plan”) that includes a scope of work prepared by Lessee’s architect for Lessor’s approval in accordance with the terms of this Paragraph 10.A(1) and in accordance with the Approval Standards (defined below). Lessor shall approve or disapprove of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency Space Plan by delivering written notice to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least Lessee within fifteen (15) business days’ prior notice days of such Alterationsits receipt of the Alterations Space Plan, Sublessor and if Lessor shall notify Sublessee fail to approve or disapprove of the Alterations Space Plan within such period whether Sublessor fifteen (15) business day period, Lessor shall require Sublessee be deemed to remove such have approved of the Alterations upon the expiration or earlier termination of this LeaseSpace Plan. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy Lessor approves of the BuildingAlterations Space Plan (or is deemed to have approved of the Alterations Space Plan), including, but not limited to any data, telephone or telecommunications wiringLessee shall prepare final construction drawings (the “Alterations Construction Drawings”) for the Alterations (if deemed necessary by Lessee and Lessor). In addition, Sublessee Lessor shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject object to the other provisions hereof related Alterations Construction Drawings based upon the following two (2) criteria only: (i) the scope of the Alterations has materially changed from the scope of the Alterations depicted in the Alterations Space Plan or (ii) the Alterations fail to Alterationssatisfy the Approval Standards. Any other The Alterations Construction Drawings shall require be delivered to Lessor for its approval based upon the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAabove-mentioned criteria only, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Lessor shall deliver its approval or disapproval to Lessee in writing within ten (10) business days following its receipt of the Alterations Construction Drawings, and if Lessor shall fail to approve or disapprove of the PremisesAlterations Construction Drawings within such ten (10) business day period, Sublessee Lessor shall be responsible for deemed to have approved of the Alterations Construction Drawings. In the event Lessor shall disapprove of the Alterations Construction Drawings, Lessor shall provide Lessee with Lessor's written objections thereto in reasonable detail and Lessee shall cause promptly revise the contractor Alterations Construction Drawings to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alterationaddress Lessor's objections. All Alterations The foregoing procedure shall be performed in such a manner as repeated until Lessor approves of (or is deemed to maintain harmonious labor relations and not to damage have approved of) the BuildingAlterations Construction Drawings. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature Upon completion of the work and the amount of insurance customarily carried by contractors performing similar work andAlterations, if requested by Sublessor, to Lessee shall deliver to Sublessor certificates Lessor one set of all such insurance. Except as otherwise provided herein, any the as-built drawings for the Alterations made by Sublessee, in both hard copy and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofelectronic format.

Alterations. Sublessee shall have the right to make 8.1 Tenant agrees that any repairs, alterations, additions and other improvements (collectively, hereinafter “Alterations”) or installations made by Tenant to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations Demised Premises shall be done in a good and workmanlike manner employing and in conformity with all laws, ordinances and regulations of all public authorities having jurisdiction, that new materials of good quality and in compliance with Article 15 shall be employed therein, that the structure of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will Demised Premises shall not be unreasonably withheldendangered or impaired thereby, conditioned or delayed. If Sublessee employs outside contractors that the Demised Premises shall not be diminished in value thereby, and that, except for Alterations signs, antennae, and heating and air conditioning and utilities equipment Tenant is permitted to erect and maintain pursuant to the Premisesprovisions of this lease, Sublessee neither the perimeter of the Demised Premises nor the height of the Demised Premises shall be responsible for and increased without the written consent of Landlord. Tenant agrees that Tenant shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior not make any alterations to the commencement foundation, roof, exterior walls, gutters, downspouts, canopy or any structural parts of the Demised Premises without first submitting plans and specifications thereof to Landlord. Landlord shall have the right to disapprove of the same if, and only if, the same violate any such Alterationof the preceding provisions of this Section 8. 1. All Alterations shall be performed in such a manner as Failure of Landlord to maintain harmonious labor relations give notice of approval or disapproval of said plans and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration specifications within thirty (30) days of Sublessor’s bill thereforafter ▇▇▇▇▇▇'s submission thereof to Landlord shall be deemed approval. Sublessee In addition, Tenant shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees give Landlord prior notice of all contractors and subcontractorsalterations costing more than $75,000 (as increased each year by the CPI Index as defined in Section 5.1(B)) so that Landlord has a reasonable opportunity to post a notice of non-responsibility, except that Tenant shall not be in breach of this obligation unless it fails to give prior notice, a mechanic's lien is recorded against ▇▇▇▇▇▇▇▇'s fee interest in the Demised Premises, and comprehensive general liability insurance Tenant fails to cause such lien to be discharged of record as provided in Section 8.5 hereof. All salvage in connection with such limits any work done by Tenant pursuant to the provisions of this Article may be disposed of by ▇▇▇▇▇▇. It is agreed and understood that ▇▇▇▇▇▇▇▇ will accept the Demised Premises as Sublessor altered pursuant to the provisions hereof without any obligation upon Tenant to restore the Demised Premises to their former condition. 8.2 Landlord agrees that Tenant may require reasonably erect and maintain its usual signs, from time to time, and provided such signs are in compliance with local codes, upon the exterior of the Demised Premises and the usual signs, from time during the Base Term or Extension Term, if anyto time, of this Lease, taking into account any subtenants of Tenant. ▇▇▇▇▇▇▇▇ further agrees that Tenant may erect and maintain upon the complexity and nature roof of the work Demised Premises antennae for electronic receivers and transmitters in the Demised Premises and that Tenant may erect and maintain upon the roof and on the adjacent ground utilities equipment serving the Demised Premises. Tenant shall be responsible for such signs, antennae and equipment, and for obtaining all government approvals with respect thereto. 8.3 All repairs, alterations, other improvements or installations made to or upon the Demised Premises which are so attached to the realty that same will be by law deemed to be a part of the realty shall (subject, however, to the provisions of Section 8.1 and the amount provisions of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the following sentence) be the property of Sublessor Landlord and remain upon and be surrendered with the Demised Premises as a part thereof upon the expiration or other sooner termination of this Leaselease. Sublessee Notwithstanding the foregoing, all trade fixtures, (including without limitation, compressors, generators and hydraulic equipment), lighting fixtures, heat and air conditioning equipment (other than ducts), and signs, whether by law deemed to be a part of the realty or not, installed at any time by Tenant or anyone claiming under Tenant (at Tenant's sole cost and expense without any contribution from or reimbursement by Landlord and which are not replacements of property installed by Landlord) shall yield up remain the Premises in the condition the Premises were in on the Rent Commencement Date property of Tenant or as they persons claiming under Tenant and may be placed removed by Tenant or any person claiming under Tenant at any time or times during the Lease Term or any occupancy by Tenant thereafter, Tenant agreeing to repair any and all damage to the Demised Premises occasioned by the removal by Tenant or any person claiming under Tenant of this Leaseany property from the Demised Premises. 8.4 Tenant shall procure all necessary governmental permits before making any repairs, reasonable wear alterations, other improvements or installations to or upon the Demised Premises. Landlord shall cooperate with Tenant in obtaining such permits. ▇▇▇▇▇▇ agrees to save harmless and tearindemnify Landlord from any and all injury, loss, claims or damage caused to any person or property occasioned by Sublessor’s activities or breach arising out of its repair and maintenance obligationsthe doing of any such work by ▇▇▇▇▇▇. 8.5 Tenant shall permit no mechanic's, materialman's or other lien against the Demised Premises or property of which the Demised Premises are a part in connection with any materials, labor or equipment furnished, or claimed to have been furnished, to or for Tenant, and damage by fire if any such lien shall be filed against the Demised Premises or other casualty property of which the Demised Premises are a part Tenant shall provide Landlord with written notice thereof and governmental taking excepted (shall cause said lien to be discharged, provided, however, that if Tenant desires to contest any such lien it may do so as long as the enforcement thereof is stayed, but in any event, subject Tenant shall either cause any such lien to Sublessee’s obligation be discharged of record within twenty-one (21) days of any written request of Landlord (if Tenant is not longer contesting such lien) or any written request based on any requirements of any mortgagee or prospective mortgagee or buyer or prospective buyer in escrow for the Demised Premises or property including the Demised Premises, (whether or not Tenant is still contesting such lien), or in lieu thereof, if and while contesting the same lien as aforesaid, deposit with the buyer's escrow, or the mortgagee or prospective mortgagee, pending such contest, a sum or bond sufficient to remove Alterations as cover the amount of said lien and all interest, penalties or costs that would be payable to discharge such lien if such lien were valid provided such mortgagee or buyer may use such sum or bond to cause the discharge of said lien if its foreclosure is imminent. 8.6 Landlord shall permit no mechanic's, materialman's or other lien against the Demised Premises or property of which the Demised Premises are a part in this Lease). Notwithstanding connection with any materials, labor or equip- ment furnished, or claimed to have been furnished, to or for Landlord or any other occupant of premises in the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratoryShopping Center, and warehouse use, including data, telephone if any such lien shall be filed against the Demised Premises or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and which the Demised Premises are a part Landlord shall cause the same to be discharged, provided, however, that if Landlord desires to contest any such lien it may be installed or removed by Sublessee at any time during do so as long as the Lease Term or upon the expiration or earlier termination thereofenforcement thereof is stayed.

Alterations. Sublessee (a) Subtenant shall have the right to not make alterations, additions and improvements (collectively, hereinafter “Alterations”) any alterations in or to the Premises without obtaining the prior written consent of Sublandlord (which consent Sublandlord shall not unreasonably withhold), and the PDA or SublessorPrime Landlord (to the extent required by the Prime Lease) in each instance, provided that (i) such Alterations do not materially adversely affect and without complying with the soundness, structural integrity, exterior appearance, or useful life provisions of the structure or Prime Lease. Sublandlord shall request Prime Landlord’s consent to any such alterations by Subtenant promptly upon Subtenant’s request. In the systems of the Building, event Sublandlord fails to respond to any request for alterations made by Subtenant in writing (ii“Original Alterations Notice”) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least within fifteen (15) business days’ prior notice days after Sublandlord’s receipt of such Alterationsrequest, Sublessor shall notify Sublessee then Subtenant may resubmit such request in writing to Sublandlord with a notice set forth at the top of its request for approval, containing a legend in 14 point bold type which states in bold and all-capital letters: “URGENT NOTICE OF WAIVER OF RIGHTS BY SUBLANDLORD,” and the content of such notice identifies this Section and Article 6 of the of the Prime Lease and further states in bold and all capital letters: “IF SUBLANDLORD FAILS TO RESPOND TO THIS NOTICE WITHIN THREE (3) BUSINESS DAYS AFTER SUBLANDLORD’S RECEIPT OF SAME, THEN SUBLANDLORD’S CONSENT TO THE PROPOSED ALTERATIONS SHALL BE DEEMED TO HAVE BEEN GIVEN” (“Second Alterations Notice”). In the event Sublandlord receives a Second Alterations Notice, and if Sublandlord fails to respond thereto within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such three (3) business day period, Sublessee shall not be obligated to do so. Notwithstanding anything herein then Sublandlord’s consent solely to the contraryalterations set forth in the Second Alterations Notice (if and only if such alterations have not been amended or modified in any way from those set forth in the Original Alterations Notice), Sublessee shall not automatically deemed to have been given. Nothing contained in the foregoing to the contrary shall in any way release Subtenant from the obligation to procure the Prime Landlord’s consent to any alterations, nor shall Sublandlord’s approval, or deemed approval, of any alterations constitute Prime Landlord’s consent to same, nor otherwise bind Prime Landlord in any way. Similarly, Prime Landlord’s consent to any alterations shall in no way constitute Sublandlord’s consent to same, nor, in way, bind Sublandlord. Prime Landlord’s required response to a request for its approval of any alterations shall be obligated pursuant to remove the terms of the Prime Lease, and Sublandlord shall have no liability to Subtenant for Prime Landlord’s failure to comply with the terms thereof. (b) To the extent Sublandlord incurs any costs or restore any Alterations made expenses (whether as part a result of charges by the Prime Landlord under the Prime Lease or Sublandlord’s own reasonable, out-of-pocket expenses in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Buildingany review), includingSubtenant shall reimburse Sublandlord for all such reasonable, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessorcharges, which approval will fees shall not be unreasonably withheldexceed One Thousand Five Hundred and No/100 Dollars ($1,500.00) for each review solely for Sublandlord (“Sublandlord’s Review Fee”), conditioned or delayed. If Sublessee employs outside contractors for Alterations to plus any sums due the PremisesPrime Landlord under the Prime Lease, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill after being billed therefor. Sublessee Notwithstanding the foregoing, Sublandlord’s Review Fee shall cause each contractor performing not be applicable to the Work (as defined in the attached Work Letter). In the event that any Alteration on mechanic’s lien is filed or recorded against the Premises or Building as a result of any work or act of, by, through, or for Subtenant, the Subtenant, at its behalf expense, shall discharge or bond over the same so as to carry workerbe in compliance with the Prime Lease within twenty (20) days from the filing or recording thereof. If Subtenant fails to discharge said mechanic’s compensation insurance in statutory amounts covering lien within such twenty (20) day period, Sublandlord may bond or pay same without inquiring into the employees validity of all contractors and subcontractorsmerits or such lien, and comprehensive general liability insurance with such limits all sums so advanced, plus interest at the Interest Rate (defined hereafter), shall be paid to Sublandlord upon demand as Sublessor may require reasonably from time to time during Additional Rent. At, or prior to, the Base Term or Extension end of the Term, Subtenant shall remove any alterations installed by, or for the benefit of, Subtenant, if anyrequired by Prime Landlord pursuant to the Prime Lease or, upon an Event of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work andDefault, if requested by Sublessor, to deliver to Sublessor certificates Sublandlord (and such removal would be required under the Prime Lease at the end of all such insurance. Except as otherwise provided herein, any Alterations made by Sublesseethe term therefor), and Subtenant shall repair any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessoras a result of such removal, all at Subtenant’s activities or breach of its repair sole cost and maintenance obligationsexpense. As a condition to Sublandlord’s consent to any alterations (other than the Work), Sublandlord shall have the right to require Subtenant to deposit reasonable security with Sublandlord with respect to any alterations Subtenant intends to undertake, and damage by fire or other casualty Sublandlord shall have the right to establish a construction escrow for payment of such security deposit to pay for any construction costs directly to the contractor and governmental taking excepted (but in any eventsubcontractors, subject to Sublesseeall at Subtenant’s obligation to remove Alterations as provided in this Lease)sole cost and expense. Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee so long as: (i) Subtenant has a net worth in excess of Fifty Million and No/100 Dollars ($50,000,000.00), as verified by Sublandlord in its reasonable judgment; and (ii) the aggregate anticipated cost of the alterations which Subtenant intends to perform in any twelve (12) month period is less than Five Hundred Thousand and No/100 Dollars ($500,000.00), then Subtenant shall have no obligation not be required to remove deposit additional security with respect to such intended alterations. (c) Sublandlord shall not be entitled to any management, coordination or restore Sublessor’s Work, supervision fee in connection with any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed alterations made by Sublessee Subtenant in the Premises Premises, including, without limitation, computerspursuant to the Work Letter attached to the Sublease as Exhibit A. Notwithstanding the foregoing, refrigeratorsnothing in this Section (c) shall prevent Sublandlord from collecting any such fees which are due and payable to Prime Landlord under the Sublease, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofwhich Sublandlord agrees to promptly pay to Prime Landlord.

Alterations. Sublessee A. Lessee shall have the right to make alterations, not wake any alterations or additions and improvements (collectively, hereinafter “Alterations”) to the Premises without first delivering to Lessor a copy of all plans and specifications for such alterations or additions and obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with SublessorLessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which consent shall not be unreasonably withheld or delayed conditioned. Lessor agrees to provide notice of its decision to Lessee within 20 days after Lessor has received all plans and specifications required to be delivered by Lessee to Lessor and upon which a decision is to be made. Lessor’s failure to deliver to Lessee notice withholding Lessor’s consent thereto or requesting additional information within the 20 day period shall be deemed Lessor’s granting of consent. Notwithstanding the foregoing, subject to and in accordance Lessee’s compliance with the Ground Leaseother requirements of this paragraph 12, Lessor hereby consents to Lessee making its initial tenant improvements to the Premises provided Lessee delivers to Lessor, within 30 days of Lessee’s receipt of such documents, copies of all government approvals and permits, plans, specifications and the Certificate of Final Completion and Occupancy or its equivalent. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from In addition, after the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination completion of the Term of this Lease. All work done alterations and additions to the Premises in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 Lessee’s initial occupation of the Ground Lease Premises, Lessee shall have the right, without Lessor’s consent, to make non-structural alterations and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations additions to the Premises, Sublessee provided that the aggregate cost of such alterations and additions made without consent shall not exceed $500,000 over the term of this Lease and no one alteration or addition shall cost more than $50,000. Any permitted alterations or additions, other than Lessee’s equipment and trade fixtures, shall remain on and be responsible for and shall cause surrendered with the contractor Premises on expiration or termination of the term or any extension thereof, unless Lessor elects to abide by require Lessee to remove all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior of its alterations or additions that Lessee has made to the commencement of any Premises, in which event Lessee shall remove all such Alteration. All Alterations alterations or additions at its sale cost shall be performed in such a manner as to maintain harmonious labor relations and not to damage restore the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect Premises to the construction condition when received by Sublessee Lessee on the Lease Commencement Date, ordinary wear and tear and damage by fire, earthquake, or act of God excepted. If Lessee fails to so restore and to remove such alterations and additions and its equipment and trade fixtures from the Premises and Lessor incurs costs to restore the Premises or to remove additions or alteration made by Lessee or Lessee’s equipment and trade fixtures and to remove any Alteration within thirty (30hazardous materials as defined in paragraph 8.C.(1) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing this Lease and remediate any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits contamination as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, required by paragraph 8.C.(4) of this Lease, taking into account Lessee shall reimburse Lessor for all such costs incurred and shall also reimburse Lessor for the complexity and nature Base Monthly Rent prorated for each day after the expiration of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up term that Lessor must occupy the Premises in for the condition purpose of removing Lessee’s alterations, additions, equipment and trade fixtures or making repairs. B. If Lessee makes any alterations or additions to the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this paragraph 12, the alterations or additions shall not be commenced until five (5) business days after Lessor has received written notice from Lessee stating the date the installation of the alterations or additions is to commence so that Lessor may post and record an appropriate notice(s) of non-responsibility. C. Lessee’s right to make additions and alterations, and the consent of Lessor given as set forth or required by this paragraph 12, shall be deemed conditioned upon Lessee’s acquiring every permit required to make such alterations, additions or improvements from all governmental agencies whose approval is required. Lessee shall furnish a copy of each and every permit to Lessor prior to beginning any such work and shall complete said work according to applicable building codes and other applicable governmental regulations and permitting requirements in a worker-like and expeditious manner. D. Lessee shall pay all costs for any and all alterations or additions done by it or caused to be done by it on the Premises as permitted by this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee Lessor shall have no obligation or responsibility to remove make any alterations or restore Sublessor’s Workimprovements to the Premises, except as specifically provided in this Lease. Lessee shall keep the Premises free and clear of all mechanics’ liens resulting from any ordinary alterations or additions done by or for Lessee. Lessee shall have the right to contest the correctness or the validity of any such lien if, immediately on demand by Lessor, Lessee procures and customary tenant improvements or Alterations records a lien release bond issued by a corporation authorized to issue surety bonds in California in an amount equal to one and one-half times the amount of the claim of lien. The bond shall meet the requirements of Civil Code Section 3143 and shall provide for the payment of any sum that are typical for general officethe claimant may recover on the claim (together with costs of suit, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee if it recovers in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofaction).

Alterations. Sublessee shall have (A) Tenant, upon at least ten (10) days written notice to Landlord, but without obtaining Landlord’s consent, may make Alterations which are purely decorative in nature such as painting, carpeting, wall covering, and the right to make alterations, additions and improvements like (collectivelysuch Alterations, hereinafter “Decorative Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit). If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee Tenant shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove make or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location permit to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any made any other Alterations shall require the without Landlord’s prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed, provided that (1) the outside appearance of the Building shall not be affected; (2) the strength of the Building shall not be affected; (3) the structural parts of the Building shall not be affected; (4) except as otherwise expressly provided in this Lease, no part of the Building outside of the Premises shall be affected; and (5) the proper functioning of the Building Systems shall not be affected and the use of such systems by Tenant shall not be increased beyond Tenant’s allocable portion of reserve capacity thereof, if any. If Sublessee employs outside contractors for Alterations Reference is made to Schedule B hereto, which contains the Tenant Alteration Guidelines applicable to the PremisesBuilding, Sublessee which is incorporated by reference in this Lease. To the extent of a conflict between the express provisions of this Lease and the provisions of the Tenant Alteration Guidelines, the provisions of this Lease shall control. Landlord reserves the right to make reasonable changes and additions to the Tenant Alteration Guidelines, provided however, that such changes or additions shall not conflict with the express provisions of this Lease. (B) (1) Prior to making any Alterations, Tenant shall, at Tenant’s expense, (i) other than with respect to Decorative Alterations, submit to Landlord three (3) sets of final, stamped and detailed plans and specifications (including layout, architectural, electrical, mechanical and structural drawings) that comply with all Laws for each proposed Alteration, and Tenant shall not commence any such Alteration without first obtaining Landlord’s approval of such plans and specifications, which approval shall not be responsible unreasonably withheld, conditioned or delayed, (ii) at Tenant’s expense, obtain all permits, approvals and certificates required by any Government Authorities, and (iii) furnish to Landlord certificates evidencing worker’s compensation insurance (covering all persons to be employed by Tenant, and Tenant’s contractors and subcontractors, in connection with such Alteration) and commercial general liability insurance (including premises operation, bodily injury, personal injury, death, independent contractors, products and completed operations, broad form contractual liability and broad form property damage coverages) in such form, with such companies, for such periods and in such amounts as Landlord may reasonably approve, and as otherwise specified in Schedule I annexed to this Lease, naming Landlord and its agents, any Lessor and any Mortgagee, as additional insureds. Within thirty (30) days after completion of such Alteration or as soon thereafter as is reasonably practicable, Tenant, at Tenant’s expense, shall obtain certificates of final approval of such Alterations required by any Government Authority and shall cause furnish Landlord with copies thereof, together with the contractor “as-built” plans and specifications (or final plans with field notations) for such Alterations, in AutoCad, Release 14 format, either on a 31/2” disk or CD Rom, or such other format as shall from time to abide time be reasonably designated by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such AlterationLandlord. All Alterations shall be made and performed substantially in such a manner accordance with the plans and specifications therefor as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused approved by Sublessee’s contractors. Sublessee agrees to pay to Sublessor Landlord, all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work Laws and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, Rules and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiringRegulations. All articles of personal property and all business or trade fixtures, machinery materials and equipment and furniture owned or installed by Sublessee to be incorporated in the Premises includingas a result of any Alterations shall be new and no such materials or affixed equipment shall be subject to any lien, without limitationencumbrance, computerschattel mortgage, refrigeratorstitle retention or security agreement. In addition, freezersexcept for Decorative Alterations, any Alteration for which the cost of labor and water processing systemsmaterials (as estimated by Landlord’s architect, engineer or contractor) is in excess of Seventy Five Thousand ($75,000.00) Dollars and for which plans are required to be filed with the New York City Department of Buildings, shall remain be performed only under the property supervision of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofa licensed architect reasonably satisfactory to Landlord.

Alterations. Sublessee shall have Following the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) construction of any Tenant Improvements to the Premises without obtaining consent under Article 4 above, Tenant will not thereafter make any alterations, repairs, additions or improvements in or to the Premises (for purposes of this Article, any of the PDA or Sublessorforegoing being referred to as the “Work”) which (a) exceeds $200,000.00 in the aggregate during any 12-month period, provided that (ib) such Alterations do not materially adversely affect is visible from the soundness, structural integrity, exterior appearance, or useful life of the structure Building or the systems (c) would add, disturb or in any way adversely change any Building Systems or structural portions of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require without the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, Landlord (which consent shall not be unreasonably withheld withheld, conditioned or delayed delayed) as to the character of the Work, the manner of doing the Work including payment and financial security mechanisms associated therewith, and the contractor(s) doing the Work. Notwithstanding the foregoing, if reinforcement of the floor or any slab is required, as reasonably determined by Tenant’s architect, then Tenant may perform such Work subject to reasonably conditions which Landlord may impose as Landlord deems necessary or appropriate. For the Tenant Improvements and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts as a condition to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its Landlord’s consent to any Alteration Work proposed by Tenant, Landlord may impose such conditions with respect thereto as Landlord reasonably deems appropriate, including, without limitation, requiring Sublessor’s consent hereunder on a requirement that Sublessee Tenant to remove same upon expiration such Tenant Improvements or earlier termination Work at the end of the Term and repair any damages resulting from such removal (which shall be deemed required in the absence of this LeaseLandlord’s written consent or agreement to the contrary), insurance against liabilities that may arise out of such Work, plans and specifications approved by Landlord and permits necessary for such Work. If such Work is performed by contractor(s) not retained by Landlord, Tenant shall 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 lien waivers and (ii) for Work requiring Landlord’s consent, pay to Landlord a construction supervision fee of four percent (4%) of the total hard cost of such Work, but in no event less than $500.00 to reimburse Landlord for the costs incurred by its construction manager in inspecting and supervising such Work (for avoidance of doubt, no such fee shall be required with respect to the Tenant Improvements). All work done in connection with any Alterations such Work shall be done in a good and workmanlike manner employing using quality materials of good quality and in compliance shall comply with Article 15 of the Ground Lease and with all applicable governmental laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable proceduresordinances, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior regulations. Tenant agrees to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor Landlord free and harmless from any liability, loss, cost, damage caused or expense (including reasonable attorney’s fees) by Sublessee’s contractorsreason of any of such Work. Sublessee agrees The provisions of Article 17 of this Lease Agreement shall apply to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect Work performed under this Article. Notwithstanding anything to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee contrary herein, Tenant shall cause each have the right to retain its own licensed and appropriately insured and bonded contractor performing any Alteration on its behalf to carry worker’s compensation insurance make future alterations which are cosmetic in statutory amounts covering nature, not visible from the employees of all contractors and subcontractorsexterior, and comprehensive general liability insurance do not impact building structure or Building Systems without Landlord’s consent and with no overhead charges paid to same (provided that the aggregate cost of such limits alterations in any 6-month period, measured as Sublessor may require reasonably from time to time during one project, does not exceed the Base Term or Extension Term, if any, of this Lease, taking into account threshold set forth in the complexity and nature first sentence of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Leaseimmediately preceding paragraph). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee (a) Brillian shall not make any building or leasehold alterations or additions, including remodeling or signage, without first obtaining Master Landlord’s and without first obtaining the prior written consent of TFS, which consent of TFS shall not be unreasonably withheld, but which consent of Master Landlord may be withheld as provided in the Master Lease. In the event that Master Landlord shall consent to the making of any alternations or additions by Brillian, TFS shall agree to also give its consent, so long as the obligations and liabilities of TFS under the Master Lease are not increased and so long as Master Landlord shall not impose any additional requirements, limitations, or restrictions on TFS as a result of giving its consent. If any such alterations or additions are made, Brillian agrees not to permit any mechanics’ liens to be placed on the Sublet Premises or any portion thereof and to cause any contract for work to be done at the Sublet Premises to contain a waiver of the contractor’s right to file a mechanics’ lien. Any alterations of any kind to the Sublet Premises or any part thereof, except Brillian’s trade fixtures which can be removed without damage or defacement to the Sublet Premises or any other portion of the Building, shall be surrendered with the Sublet Premises, as a part thereof, at the end of the Sublease Term; provided, however, that TFS may require at the time TFS and Master Landlord consent to such alteration or fixture Brillian to remove any alterations or fixtures made by Brillian, and to repair any damage to the Sublet Premises caused by such removal, all at Brillian’s sole expense. Any alterations installed by Brillian shall be deemed a part of the Sublet Premises and shall be maintained and repaired by Brillian in the same manner as that required for all other portions of the Sublet Premises. (b) Brillian shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to place a sign or signs on the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems façade of the Building, provided, however: (iii) such Alterations in each instance do not exceed $250,000, TFS (and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein Master Landlord to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of extent that such consent from the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee Master Landlord is required under the Master Lease) shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject consent to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent size, style, and location of Sublessor and, to the extent required under the Ground Lease, the PDAany such signs, which consent shall not be unreasonably withheld or delayed subject to and in accordance delayed; (ii) any such signs shall comply with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with all applicable laws, rules, orders regulations, and regulations covenants, conditions, and restrictions of governmental authorities having jurisdiction thereof record; and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations (iii) TFS may require that Brillian remove any such signs at the expiration of the Term and repair any damage to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage Building caused by Sublesseesuch removal, all at Brillian’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofsole expense.

Alterations. Sublessee Tenant shall have the right to not make any alterations, additions and or improvements (collectively, hereinafter “Alterations”) in or to the Premises Demised Premises, except pursuant to Exhibit “D”, without obtaining Landlord’s prior written consent, 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 the PDA or Sublessorfinal approval thereof and shall deliver promptly duplicates of all such permits, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000approvals and certificates to Landlord, and (iii) Tenant agrees to carry, and to cause Tenant’s contractors and sub-contractors to carry such Alterations do not require (A) consent workmen’s compensation, general liability, personal and property damage insurance as Landlord may reasonably require. Upon completion of the PDA under Article 15 any Alterations, Tenant shall deliver to Landlord one set of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as as-built” plans detailing and specifications therefor. All fixtures and all paneling, partitions, and like Alterations (but not FF&E Work, including therein any racking or railing system installed by Tenant 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 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 at 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 completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice requirement of removal of all or any of such Alterations, Sublessor Tenant shall notify Sublessee within such period whether Sublessor shall require Sublessee not be required to remove such Alterations upon at the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period], Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contraryand furniture, Sublessee shall not be obligated to remove fixtures and equipment installed by or restore any Alterations made as part of or for Tenant, in connection with SublessorTenant’s Work and Sublessee’s initial occupancy of the BuildingDemised 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, includingmoveable office furniture and equipment, but not limited to upon removal of any datasuch equipment and fixtures from the Demised Premises or upon removal of other installations as may be required by Landlord, telephone or telecommunications wiring. In addition, Sublessee Tenant shall have the right to install, immediately and at its sole cost and expense, a backup generator for repair and restore the Building in a location Demised Premises to 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 reasonably determined removed by Sublessor and Sublessee, subject to Tenant at the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination end of the Term of this Lease. All work done but which remains in connection with any Alterations the Demised Premises for 10 business days after Tenant vacates the Demised Premises shall be done in a good deemed abandoned and workmanlike manner employing materials may, at the election of good quality and in compliance with Article 15 of the Ground Lease and with lawsLandlord, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not either be unreasonably withheld, conditioned retained as Landlord’s property or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during removed from the Term of this Lease, reasonable wear and tear, damage caused Demised Premises by SublessorLandlord at Tenant’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofexpense.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, SIGNS ------------------- 15.1. Except as. provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSection 2A.1, Sublessee shall not be obligated place or construct any improvements, changes, structures, alterations or additions (cumulatively referred to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made in this Article as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to "Alterations. Any other Alterations shall require the prior written consent of Sublessor and") in, to or upon the extent required under the Ground Lease, the PDASubleased Premises without Sublessor's written consent, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors ; provided, Sublessor's consent shall not be required for non-structural Alterations to the PremisesFacility and related structures that do not otherwise require approval under the PDA Laud Use Controls and ate otherwise in compliance with applicable laws, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, codes rules and regulations any related structures, systems and grounds, cost less than Two Hundred Thousand Dollars ($200,000), constitute necessary replacements, maintenance and repairs to the Facility. Unless Sublessee is subject to an earlier notice requirement under the Sublessor's .and Use Controls or other applicable requirements with respect to the information required under this section, any request for Sublessor's consent shall be made upon sixty (60) days written notice and-shall be accompanied by preliminary engineering or architectural plans or, if consented to by Sublessor, working drawings. Sublessor shall endeavor, subject to PDA Land Use Controls, to provide its consent to or communicate its lack of consent and the reasons therefor within sixty-, (6Q) days of Sublessee's complete submissions in accordance with this paragraph. If such consent or communication is not received within said sixty (60) days, Sublessor, as Landlord, shall be deemed to have consented to the proposed Alterations; provided, however, that in no event shall Sublessor's failure to provide such consent or communications be deemed a consent by Sublessor or any enforcement official or municipality under the PDA Land Use Controls. If Sublessor grants its consent all such work shall be done at Sublessee's sole cost and expense, subject, in all cases, to the following covenants: (1) All work and Alterations shall be dune in compliance with all applicable governmental regulations, codes, standards or other requirements, including fire, safety and building codes and Land Use Regulations promulgated by Sublessor and/or and with the PDA provisions of Article 25 of this Sublease. This obligation shall include compliance with all- applicable provisions of the FFA (as defined in writing prior Section 25.8), including obligations imposed upon Sublessor in respect to construction and construction related work. (2) All Alterations shall be of such a character as not to materially reduce the commencement value and usefulness of any of the buildings or other improvements below their value and usefulness immediately before such Alteration. All Alterations work performed hereunder shall be performed in such a manner as good and workmanlike manner, shall conform to maintain harmonious labor relations drawings and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred specifications approved by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested shall not be disruptive of the overall operation the Airport. All contractors engaged by Sublessee to Sublessee perform such work shall employ labor that can work in harmony with respect to all elements of labor at the Airport. (3) During the period of construction by Sublessee of any Alteration within thirty (30) days Alterations, Sublessee or any contractor, subcontractor or sublessee of Sublessor’s bill therefor. Sublessee shall maintain or cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering be maintained the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.following insurance--

Alterations. Sublessee Occupant shall have the right to not make alterations, additions and improvements (collectively, hereinafter “Alterations”) or allow any alterations of any kind or description whatsoever to the Premises without obtaining consent of the PDA or SublessorStorage Space without, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000instance, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andthe 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 produces such mate- rials or is unlawful. Occupant is strictly prohibited from storing any ammunition, gasoline, explosives, chemical agents and any items that may attract rodents or other animals or insects, and Occupant shall not store any items which may create a noxious or strong odor. Occupants obligation of indemnity as set forth below specifically includes any costs, expenses, fines or penalties imposed against the Owner, 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 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 extent required under Storage Space for the Ground Leasepurpose of examining the Storage Space or for the purpose of making repairs or alterations to the Storage Space and taking such other action as may be necessary or appropriate to preserve the Storage Space, and the PDAFacility as a whole, which shall not be unreasonably withheld or delayed subject to and in accordance comply with any applicable local, state or federal law, or regulation governing hazardous or toxic substance, mate- rial or waste, or to enforce any of Owner’s rights. In the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts event of any damage or injury to assist Sublessee in obtaining any consent required the Storage Space or the Facility arising from the PDA relating to Alterations so long as Sublessee reimburses Sublessor negligent or deliberate act or omissions of the Occupant, or for any reasonable out-of-pocket costs or which Occupant is otherwise responsible, all expenses reasonably incurred by Sublessor in connection therewith. Sublessor may condition its consent the Owner to repair or restore the Storage Space or the Facility including any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done expense incurred in connection with any Alterations investigation of site conditions, legal fees, or any cleanup, removal or restoration work required by an applicable local, state or federal law or regulation or agency regulating any hazardous or toxic substance, material or waste, shall be done in a good paid by the Occupant as additional rent and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause due upon demand by the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or Owner . For the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, purpose of this Leaseparagraph, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work andterm "emergency" means any sudden, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration unexpected occurrence or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofcircumstance which demands immediate action.

Alterations. Sublessee shall have Other than the right to make alterations, additions and or improvements which Sublessee is permitted to make pursuant to the Construction Rider (collectively“Initial Improvements”), hereinafter “Alterations”) no alteration, addition or improvement shall be made to the Premises without obtaining except in accordance with this Sublease and the Master Lease, and with the prior written consent Sublessor (and the consent of the PDA or Master Landlord, if applicable), with Sublessor, provided that (i) such Alterations do ’s consent not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to be unreasonably withheld. To obtain any required building or other permit. If applicableSublessor’s consent, Sublessee shall provide deliver to Sublessor the proposed architectural and structural plans for all such alterations, additions or improvements (collectively referred to as “alterations”) along with “as built” plans detailing such Alterations at the completion thereofSublessee’s written request. As long as Sublessor has received at least fifteen Within five (155) business days’ prior notice days following receipt of such AlterationsSublessee’s request, Sublessor shall notify Sublessee within such period in writing whether Sublessor shall consents to the proposed alterations, and if so, whether Sublessor will require Sublessee to remove such Alterations upon alterations at the expiration or earlier sooner termination of this Leasethe Term. If Sublessor fails to give such notification to Sublessee within such periodand, Sublessee shall not be obligated to do so. Notwithstanding anything herein according to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andMaster Landlord, Master Landlord, consent to the extent required under the Ground Lease, the PDA, which shall Initial Improvements and agree they need not be unreasonably withheld or delayed subject to and in accordance with removed upon the Ground Leasetermination of the Sublease. Sublessor Provided Sublessee obtains Sublessor’s consent, Sublessee agrees that it shall use commercially reasonable efforts will not proceed to assist Sublessee in obtaining any consent required make such alterations until three (3) business days from the PDA relating receipt of such consent, in order to Alterations so long as Sublessee reimburses allow Sublessor to post appropriate notices to avoid any liability to contractors or material suppliers for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessorpayment for Sublessee’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Buildingalterations. Sublessee shall indemnify will at all times permit such notices to be posted and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to remain posted until the construction by Sublessee completion of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofwork.

Alterations. Sublessee shall have the right Provided that Subtenant submits reasonably detailed plans ----------- therefor to make alterations, additions Sublandlord and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, Primary Landlord and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received Triangle's Landlord at least fifteen (15) business days’ days before the commencement of construction, Subtenant shall be entitled to make interior, non-structural alterations to the Sublease Space from time to time, including, without limitation, the removal or relocation of interior, non-load bearing walls and partitions. Subtenant shall make no structural or exterior changes or alterations to the Sublease Space without the prior notice written consent of such AlterationsPrimary Landlord, Sublessor Triangle's Sublandlord and Sublandlord. The consent of Sublandlord shall notify Sublessee within such period whether Sublessor shall require Sublessee not be unreasonably withheld or delayed. Subtenant shall, prior to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installSublease, at its sole cost and expense, a backup generator for restore the Building in a location to be reasonably determined by Sublessor and Sublessee, subject Sublease Space to the other provisions hereof related to Alterations. Any other Alterations shall require the condition that existed prior written consent of Sublessor and, to the extent required under making of any alterations made by Subtenant (ordinary wear and tear and any alterations consented to by Primary Landlord, Triangle's Sublandlord, and Sublandlord excepted, unless such restoration was a condition to such consent), if then requested to do so by Sublandlord, Triangle's Sublandlord, and Primary Landlord. This obligation of restoration shall expressly survive the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of this Sublease. Any work performed by Subtenant, or at its instance, in the Term of this Lease. All work done in connection with any Alterations Sublease Space shall be done in a good and workmanlike manner employing using materials of good the same quality as used by the Primary Landlord in constructing the building on the Property. Subtenant shall not, at any time, permit any work to be performed in the Sublease Space, except by duly licensed contractors or artisans, each of whom must carry adequate workmen's compensation insurance, general public liability insurance, and in compliance with Article 15 "all-risk" builders risk insurance, certificates of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for furnished to Primary Landlord, Triangle's Sublandlord, and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing Sublandlord prior to the commencement of any such Alterationwork. All Alterations Subtenant shall keep the Sublease Space free and clear of all mechanic's liens arising out of any work performed or alleged to be performed for or at the request of Subtenant or its agents or subtenants. Nothing contained in such a manner as to maintain harmonious this Sublease shall constitute any consent or request by Primary Landlord, Triangle's Sublandlord, or Sublandlord, express or implied, for the performance of any labor relations and not to damage or services, or the Building. Sublessee shall indemnify and hold Sublessor harmless from furnishing of any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor materials or other property in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee Sublease Space, or any part thereof, nor as giving Subtenant any right, power or authority to contract for, or permit the performance of, any labor or services, or the furnishing of any Alteration within thirty (30) days materials or other property, in such fashion as would permit the making of Sublessor’s bill thereforany claim against the Primary Landlord, Triangle's Sublandlord, Sublandlord or their respective interests in the Property in respect thereof. Sublessee In the event such work results in a claim of lien, Subtenant shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorshold Primary Landlord, Triangle's Sublandlord, and comprehensive general liability insurance with Sublandlord harmless from such limits as Sublessor may require reasonably from time to time during the Base Term lien or Extension Term, if any, claim of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereoflien.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, SIGNS ------------------- 15.1. Except as provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSection 2A.1, Sublessee shall not be obligated place or construct any improvements, changes, structures, alterations or additions (cumulatively referred to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made in this Article as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to "Alterations. Any other Alterations shall require the prior written consent of Sublessor and") in, to or upon the extent required under the Ground Lease, the PDASubleased Premises without Sublessor's written consent, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not riot be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors ; provided, Sublessor's consent shall not be required for non-structural Alterations to the PremisesFacility and related structures that do not otherwise require approval under the PDA Land Use Controls and are otherwise in compliance with applicable laws, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, codes rules and regulations any related structures, systems and grounds, cost less than Two Hundred Thousand Dollars ($200,000), constitute necessary replacements, maintenance and repairs to the Facility. Unless Sublessee is subject to an earlier notice requirement under the Sublessor's Land Use Controls or other applicable requirements with respect to the information required under this section, any request for Sublessor's consent shall be made upon sixty (60) days written notice and shall be accompanied by preliminary engineering or architectural plans or, if consented to by Sublessor, working drawings. Sublessor shall endeavor, subject to PDA Land Use Controls, to provide its consent to or communicate its lack of consent and the reasons therefor within sixty (60) days of Sublessee's complete submissions in accordance with this paragraph. If such consent or communication is not received within said sixty (60) days, Sublessor, as Landlord, shall be deemed to have consented to the proposed Alterations; provided, however, that in no event shall Sublessor's failure to provide such consent or communications be deemed a consent by Sublessor or any enforcement official or municipality under the PDA Land Use Controls. If Sublessor grants its consent all such work shall be done at Sublessee's sole cost and expense, subject, in all cases, to the following covenants: (1) All work and Alterations shall be done in compliance with all applicable governmental regulations, codes, standards or other requirements, including fire, safety and building codes and Land Use Regulations promulgated by Sublessor and/or and with the PDA provisions of Article 25 of this Sublease. This obligation shall include compliance with all applicable provisions of the FFA (as defined in writing prior Section 25.8), including obligations imposed upon Sublessor in respect to construction and construction related work. (2) All Alterations shall be of such a character as not to materially reduce the commencement value and usefulness of any of the buildings or other improvements below their value and usefulness immediately before such Alteration. All Alterations work performed hereunder shall be performed in such a manner as good and workmanlike manner, shall conform to maintain harmonious labor relations drawings and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred specifications approved by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested shall not be disruptive of the overall operation the Airport. All contractors engaged by Sublessee to Sublessee perform such work shall employ labor that can work in harmony with respect to all elements of labor at the Airport. (3) During the period of construction by Sublessee of any Alteration within thirty (30) days Alterations, Sublessee or any contractor, subcontractor or sublessee of Sublessor’s bill therefor. Sublessee shall maintain or cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering be maintained the employees of all contractors and subcontractors, and following insurance: (i) The comprehensive general liability and property damage insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises for in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.Section 7.1.13

Alterations. Sublessee (a) Subtenant shall have the right to make alterationsmake, additions cause to be made or allow to be made any and all alterations and improvements (referred to, collectively, hereinafter in this Article 9 as the “Alterations”) in the Sublease Premises or any portion of the Sublease Premises in accordance with, and subject to, the provisions of Article 7 of the Lease which are incorporated herein by reference pursuant to Section 7(a) of this Sublease, subject to the Premises without obtaining consent of Landlord and Sublandlord, which shall be granted or withheld in accordance with the PDA provisions of Article 7 of the Lease incorporated by reference in this Sublease. Sublandlord’s consent shall not be required with respect to any Minor Alterations (as hereinabove defined) proposed to be made by Subtenant. Notwithstanding any provision of this Sublease to the contrary, Subtenant may make Alterations which, pursuant to the provisions of Article 7 of the Lease may be performed without Landlord’s consent, without the consent of Landlord or SublessorSublandlord. (b) Subtenant shall not be required to remove any Alterations which are either (i) installed in the Sublease Premises upon the Commencement Date or (ii) which constitute Staircase Work. Subject to the terms and conditions of the Subordination, provided that Non-Disturbance and Attornment Agreement, Subtenant shall not be required to remove any Alterations made by Subtenant to the Sublease Premises at the end of the Term unless (i) such Alterations do not materially adversely affect the soundnessconsist of Alterations which are unusual or extraordinary in nature when compared to office installations in other first class office buildings (including, structural integrityin order to avoid any doubt, exterior appearanceraised floors, computer rooms or similar installations), or useful life of the structure or the systems of the Building, (ii) such Alterations (including, without limitation, any “Major Structural Alterations”, as said term is defined in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent Section 7.4 of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunderLease) or (B) approval of plans from another governmental agency are otherwise required to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations be removed upon the expiration or earlier termination of the Term of the Lease pursuant to any provision of the Lease incorporated by reference herein. Additionally, Subtenant shall consult with Sublandlord as to the most appropriate manner in which to undertake any Alteration that would require the covering of the stonework in the elevator lobby so as to assure that any such Alterations are performed without any damage to said elevator lobby stonework. Notwithstanding any provision of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein Sublease to the contrary, Sublessee if the Direct Lease shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work full force and Sublessee’s initial occupancy of effect on the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Sublease (in contradistinction to the termination of this Sublease by Sublandlord as a result of a default by Subtenant under this Sublease), neither Sublandlord nor Subtenant shall be required to remove and/or restore any Alterations which Sublandlord or Subtenant would otherwise be required to remove and restore hereunder and under the Lease. (c) In the event that Subtenant shall make any Alterations in or to the Sublease Premises, Subtenant shall secure and maintain all alterations insurance coverages required by the Lease (including, without limitation, any insurance requirements set forth in Section 7.1 of the Lease). (d) Subtenant shall comply with all provisions of the Lease applicable to the performance of Alterations in the Premises (including, without limitation, Article 7 thereof) and all conditions to the performance of such Alterations which are set forth in the Lease shall be satisfied by Tenant. All work done If Sublandlord or Landlord consents, inspects, supervises, recommends or designates any architects, engineers, contractors, subcontractors or suppliers (as and to the extent permitted by the Lease), the same shall not be deemed a warranty as to the adequacy of the design, workmanship or quality of materials, or compliance of the Work with the plans and specifications or any Laws. (e) Subtenant shall keep the Building and the Sublease Premises free from any mechanic’s, materialmens’, architects’, engineers’ or similar liens or encumbrances arising in connection with any Alterations Alterations, provided, that such liens may remain during the period that Subtenant is contesting same to the extent Subtenant bonds such liens. Any such lien or encumbrance that is filed of record shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 discharged or bonded by Subtenant at its expense within thirty (30) days after such filing (or any shorter period provided under the applicable provisions of the Ground Lease and with lawsLease), rulesby payment, orders and regulations filing of governmental authorities having jurisdiction thereof and the bond required by contractors approved by Sublessorlaw, which approval will not be unreasonably withheld, conditioned or delayedotherwise. If Sublessee employs outside contractors Subtenant fails to comply with the foregoing, Sublandlord may pay the amount (or any portion thereof) or take such other action as Sublandlord deems necessary to remove such claim, lien or encumbrance without being responsible for Alterations to investigating the Premises, Sublessee validity thereof. The amount so paid and costs incurred by Sublandlord shall be responsible for and shall cause the contractor to abide by all reasonable proceduresdeemed Additional Rent under this Sublease payable upon demand, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner without limitation as to maintain harmonious labor relations and not other remedies available to damage the Building. Sublessee Sublandlord. (f) Subtenant shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor Sublandlord (or reimburse Sublandlord for) all reasonable out-of-pocket costs actually paid or incurred by Sublessor Sublandlord or any affiliate of Sublandlord in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee review of any Alteration mechanical, electrical, plumbing, structural and life-safety plans and specifications for any Alterations performed by Subtenant throughout the Term of this Sublease in the Sublease Premises, provided that Subtenant shall not be required to pay fees or charges incurred by Sublandlord for any review of such plans and specifications if Landlord has also imposed such fees and either (x) Sublandlord’s consent is not required hereunder or (y) Subtenant has retained the same consulting engineer or architect retained by Landlord and such engineer or architect has delivered an opinion to Sublandlord that such plans and specifications are suitable for the Alterations proposed. Additionally, Subtenant shall pay any fees and costs levied or imposed under the provisions of the Lease by Landlord upon Sublandlord or Subtenant in connection with the performance of any Alterations performed by Subtenant during the Term of this Sublease provided that Subtenant shall not be required to pay fees or charges for any matter as to which Landlord has imposed a corresponding fee or charge. Subtenant shall pay or reimburse these costs within thirty (30) days after billed by Landlord or Sublandlord, as the case may be. Sublandlord shall endeavor, whenever possible to retain the same consulting engineer as Landlord in order to avoid the duplication of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration review fees and charges so long as such engineer or architect is prepared to render consulting services to Sublandlord on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorscommercially competitive terms, and comprehensive general liability insurance with such limits so long as Sublessor may require the conflict of interest posed by the dual representation of Landlord and Sublandlord is not, in the particular case involved, reasonably from time objectionable to time during the Base Term or Extension Term, if any, Sublandlord. (g) Subject to all applicable provisions of this LeaseArticle 9, taking into account and provided Landlord first grants its consent in writing, Subtenant shall have the complexity and nature right to install additional louvers on the Westerly side of each floor of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by SublesseeSublease Premises in accordance with, and any permanent fixtures installed as part thereof shall become subject to, Section 41.15 of the property Lease in order to permit additional fresh outside air to be circulated in the Sublease Premises. Subject to the provisions of Sublessor Section 9(b) of this Sublease, Subtenant agrees to remove and restore such louvers at its sole cost and expenses upon the expiration or other sooner any earlier termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSublease.

Alterations. Sublessee shall have the right to make alterationsBorrower may, additions and improvements (collectivelywithout Lender’s consent, hereinafter “Alterations”) perform alterations to the Premises without obtaining consent of Improvements and Equipment and the PDA or Sublessor, provided that Worldwide Plaza Amenities which (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Buildingconstitute a Material Alteration, (ii) such Alterations in each instance do not exceed $250,000, adversely affect Borrower’s financial condition or the value or net operating income of the Property or the Worldwide Plaza Amenities and (iii) such Alterations do not require (A) consent are in the ordinary course of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permitBorrower’s business. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee Borrower shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore perform any Alterations made as part of or in connection with SublessorMaterial Alteration without Lender’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andconsent, not to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations Lender may, as a condition to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting giving its consent to a Material Alteration, the cost of which exceeds the Threshold Amount, require that Borrower deliver to Lender security for payment of the cost of such Alterations Material Alteration and as additional security for Borrower’s Obligations under the Loan Documents, which security may be any of the following: (if requireda) cash, (b) 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 form and supplying services requested by Sublessee issuer of same, or (e) a completion bond. Such security shall be in an amount equal to Sublessee the excess of the total unpaid amounts incurred and to be incurred with respect to such alterations to the construction Improvements (other than such amounts to be paid or reimbursed by Sublessee of Tenants under the Leases) over the Threshold Amount. If Borrower shall request that Lender apply any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee such security that is not cash to pay for such alterations, Lender may but shall cause each contractor performing not be obligated to do so; provided that Lender shall disburse any Alteration on its behalf such cash to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably Borrower from time to time during (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 Base Term 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 Extension Termreimbursement and describing the Material Alteration performed that is the subject of such request and the actual cost thereof, if any, of this Lease, taking into account (ii) certifying that the complexity and nature applicable portion of the alterations to be funded by the requested disbursement have been completed in a good and workmanlike manner and in accordance with all applicable Legal Requirements, (iii) certifying that such Material Alteration and materials are or, upon disbursement of the payment requested to the parties entitled thereto, will be free and clear of 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 applicable lien waivers, and (y) any other evidence of payment reasonably required by 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 amount 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 insurance customarily carried 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 contractors performing similar work andBorrower with Lender and then remaining on deposit (together with earnings thereon), if requested as well as all retainages, shall be paid by Sublessor, Lender to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by SublesseeBorrower, and any permanent fixtures installed as part thereof 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 become the property be released to Borrower (together with a written authorization from Lender to cancel any Letter of Sublessor upon the expiration or other sooner termination Credit), within ten (10) days after receipt by Lender of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessoran application for such withdrawal and/or release together with an Officer’s activities or breach of its repair and maintenance obligationsCertificate, and damage by fire or other casualty and governmental taking excepted signed also (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contraryfollowing clause (1)) by an independent architect, Sublessee shall setting forth in substance as follows: (1) that the Material Alteration in respect of which such security was deposited has been substantially completed in a good and workmanlike 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 no obligation been issued and/or received with respect to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratorysuch Material Alteration by the relevant Governmental Authority(ies), and warehouse usewhether a temporary certificate of occupancy is required in connection with such Material Alteration; (2) all 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 (3) attaching copies of all lien waivers (to the extent not previously delivered), including data, telephone or telecommunications cabling material licenses and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises permits including, without limitationif applicable, computers, refrigerators, freezers, and water processing systems, shall remain the property a temporary certificate of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofoccupancy.

Alterations. Sublessee Subtenant shall have not make or cause, or suffer or permit the right to make alterationsmaking of, additions and improvements (collectively, hereinafter “Alterations”) any Alteration to the Subleased Premises without obtaining the prior written consent of Sublandlord and Prime Landlord thereto in each instance. Sublandlord consents to the PDA Subtenant’s removal of the carpeting within the Subleased Premises and Sublandlord shall not unreasonably withhold, delay, or Sublessorcondition its consent to any other Alterations, provided that (i) such Alterations do not materially adversely affect with respect to the soundness, structural integrity, exterior appearance, or useful life removal of the structure or carpet and any other Alterations, Prime Landlord first consents thereto in accordance with the systems terms of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) Prime Lease which consent as to the removal of the PDA under Article 15 carpet shall be set forth in the Consent. Any permitted changes shall be made only in compliance with the Prime Lease. Prior to the expiration of the Ground Lease (applied Sublease Term, Subtenant shall restore the Subleased Premises to the condition existing as if Sublessee were of the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee Sublease Commencement Date; provided that Subtenant shall not be obligated required to do soremove any Alterations made by Subtenant unless Prime Landlord or Sublandlord notifies Subtenant of such requirement at the time Prime Landlord and Sublandlord approve such Alterations. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to the extent that any Alteration made by Subtenant constitutes a Required Removable under the Prime Lease, Subtenant must remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy such Alteration prior to the expiration of the Building, including, but not limited to any data, telephone or telecommunications wiringSublease Term and ​ ​ Prime Landlord and Sublandlord shall notify of such obligation at the time each approves such Alterations. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject Notwithstanding anything herein to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andcontrary, to the extent required that any Alteration made by Subtenant constitutes a Mandatory Removable under the Ground Prime Lease, Subtenant must remove such Alteration prior to the PDAexpiration of the Sublease Term. In the event that Subtenant fails to restore the Subleased Premises as required by the immediately preceding sentences, which shall not be unreasonably withheld or delayed subject to Sublandlord may perform such restoration and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket all costs or expenses incurred by Sublessor in connection therewithSublandlord shall be reimbursed to Sublandlord by Subtenant, as additional rent, not later than ten (10) business days after ▇▇▇▇▇▇▇▇▇▇▇’s written demand therefor. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration The provisions of this Section shall survive the Sublease Expiration Date or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSublease.

Alterations. Sublessee Except for the Subtenant Improvements and Minor Alterations (as defined in the Lease), Subtenant shall have the right to not make any alterations, additions and improvements (collectively, hereinafter “Alterations”) or other physical changes to the Premises ("Alterations") without obtaining the prior written consent of Landlord, Tenant, and Sublandlord. Such Alterations shall be performed in accordance with the PDA terms and conditions of Article 10 of the Lease; provided, however, Subtenant shall be permitted to make Minor Alterations (as such term is defined under the Lease) provided such Minor Alterations meet the requirements and are performed in accordance with the requirements set forth in the Lease. Further to the extent the necessary consents are given with respect to the Alterations, the performance of such Alterations shall also be subject to all the terms and conditions of Article 10 of the Lease. Subtenant shall reimburse Sublandlord for all out-of-pocket costs payable by Sublandlord with regard to reviewing any proposed Alterations. All Alterations shall immediately become Landlord's property upon installation or Sublessorcompletion thereof, provided that unless Landlord elects otherwise. Upon expiration of the Sublease Term, to the extent allowed under the Lease, Subtenant shall remove (i) all of its trade fixtures and personal property from the Sublease Space and repair any damage resulting from such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, installation or useful life of the structure or the systems of the Buildingremoval, (ii) such all Alterations in each instance do not exceed $250,000installed by or on behalf of Subtenant that are required to be removed pursuant to the terms and conditions of the Lease, and (iii) upon request by Sublandlord, all Alterations installed by or on behalf of Subtenant, shall be removed from the Premises and Subtenant shall promptly restore the Sublease Space to the condition then existing prior to such Alterations do removal; provided, however, in the event Landlord does not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice removal of such Alterations, Sublessor then Sublandlord shall notify Sublessee not require Subtenant to remove the same. Additionally, in the event Subtenant intends to perform any Alterations costing in excess of Twenty Thousand and 00/100 Dollars ($20,000.00), but less than Two Hundred Thousand Dollars ($200,000.00), Subtenant provide Sublandlord and Tenant a copy of the prior written consent of Landlord and Subtenant (i) provides Sublandlord and Tenant with a copy of Landlord's written notice advising that Landlord shall not require the removal of the same upon the expiration or termination of the Lease, or (ii) solely if required by Tenant in connection with the Alterations, Subtenant deposits funds with Sublandlord in an amount equal to one hundred then (110%) of the reasonably anticipated cost of the removal of such Alterations (the “Alterations Deposit”). The Alterations Deposit shall be held by Sublandlord until the expiration or termination of this Sublease, and returned to Subtenant within such period whether Sublessor shall require Sublessee thirty (30) days following the expiration or earlier termination thereof, provided Subtenant complies with its obligation, if any, to remove such Alterations. Notwithstanding anything in this Sublease to the contrary, if Landlord notifies Sublandlord to remove any Alterations upon installed by Subtenant at the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein the Lease pursuant to the contraryLease, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installthen Subtenant, at its sole cost and expense, a backup generator for shall remove such Alterations before the Building in a location to be reasonably determined by Sublessor and Sublessee, subject Expiration Date or earlier termination of this Sublease; provided that Sublandlord receives such notification prior to the other provisions hereof related to Alterations. Any other Alterations shall require expiration of the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and Sublease Term in accordance with the Ground LeaseLease and 2019 Sublease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from Within ten (10) business days following the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination completion of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including(other than Minor Alterations), without limitationSubtenant shall provide Sublandlord with notice that it has completed the same and Sublandlord may, computersupon forty-eight (48) hours' prior notice to Subtenant, refrigerators, freezers, and water processing systems, be permitted access to the Premises for the purpose of inspecting such Alterations. The obligations set forth in the two preceding sentences shall remain survive the property termination or expiration of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofthis Sublease.

Alterations. Sublessee Tenant shall have the right not make or cause to make be made any alterations, additions and or improvements (collectivelyor install or cause to be installed any fixtures, hereinafter “Alterations”) signs, floor coverings, interior or exterior lighting, plumbing fixtures, or shades or awnings, or make any other changes to the Leased Premises without first obtaining consent of the PDA or SublessorLandlord’s written approval, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) which approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do sounreasonably withheld. Notwithstanding anything herein Tenant shall present to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work Landlord plans and Sublessee’s initial occupancy of specifications for such work at the Building, including, but not limited to any data, telephone or telecommunications wiringtime approval is sought. In additionthe event Landlord consents to the making of any alterations, Sublessee additions, or improvements to the Leased Premises by Tenant, the same shall have the right to install, be made by Tenant at its Tenant’s sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance All such work with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent respect to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations alterations, additions, and changes shall be done in a good and workmanlike manner employing materials and diligently prosecuted to completion such that, except as absolutely necessary during the course of good quality and in compliance with Article 15 of such work, the Ground Lease and with lawsLeased Premises shall at all times be a complete operating unit. Any such alterations, rulesadditions, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee changes shall be responsible for performed and shall cause done strictly in accordance with all laws and ordinances relating thereto. In performing the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of work or any such Alteration. All Alterations alterations, additions, or changes, Tenant shall be have the same performed in such a manner as to maintain harmonious labor relations and not to damage obstruct access to any portion of the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees Any alterations, additions, or improvements to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to or of the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsLeased Premises, including, but not limited to, wallcovering, fume hoods, darkroom, paneling, and comprehensive general liability insurance built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be surrendered with the Premises, unless Landlord and Tenant agree at any time that the specific improvement may be removed by Tenant at the end of the Term provided Tenant restores the premises to its original condition, wear and tear excepted. If there is an agreement to allow removal, such limits items which are the subject of agreement shall be listed on Exhibit F which agreement, as Sublessor may require reasonably be revised by the parties from time to time during the Base Term or Extension Termtime, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations shall be made by Sublessee, and any permanent fixtures installed as a part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or The parties have agreed as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.items 1 through 8 listed on Exhibit F.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with both Sublessor’s Work and SublesseeMaster Lessor’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under architect and contractor engaged by Sublessee to perform work in or about the Ground Lease, the PDASubleased Premises, which consent Sublessor shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Leasewithhold. Sublessor agrees that it shall use commercially reasonable efforts not charge Sublessee any supervisory fee with respect to assist any alterations, additions or improvements (collectively, “Alterations”) that Sublessee makes to the Subleased Premises, other than any supervisory fee that Master Lessor charges Sublessor with respect thereto (which charge Sublessee shall pay Sublessor as Additional Rent (as defined below) hereunder). Except as modified by this Section, Sublessee shall strictly comply with all obligations of Section 6 of the Master Lease, as incorporated by reference herein. Notwithstanding anything to the contrary contained in this Sublease, (a) if so required in writing by Master Lessor, Sublessee shall remove all Alterations made by or on behalf of Sublessee in obtaining any or to the Subleased Premises (whether or not Sublessor’s consent was required from hereunder) at expiration or termination of this Sublease and restore the PDA relating Subleased Premises to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred the condition shown on Exhibit B hereto, ordinary wear and tear and damage caused by Sublessor in connection therewith. Sublessor may condition its excepted, all at Sublessee’s sole cost and expense, and (b) Sublessee shall not be required to obtain Sublessor’s consent (but shall still be required to obtain Master Lessor’s consent, if applicable) to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration to the Subleased Premises if (i) (A) the total cost (including soft costs) for such Alteration does not exceed Twenty Thousand Dollars ($20,000), (B) such Alteration does not affect the foundation, roof or earlier termination any structural component of the Term Building, (C) such Alteration does not materially affect the Building’s mechanical, electrical, plumbing or life safety systems, and (D) Sublessee provides Sublessor with not fewer than ten (10) days’ prior written notice of this Lease. All work done Sublessee’s construction or installation of such Alteration, or (ii) if Master Lessor consents in connection with any writing to the Alterations shall in question and agrees that it need not be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 removed at the end of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature term of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Master Lease. Sublessee shall yield up furnish to Sublessor copies of all permits and plans and specifications for all Alterations made by or for Sublessee to the Premises Subleased Premises, whether or not Sublessor’s consent thereto is required hereunder. Sublessee shall pay, when due, all Claims for labor or materials furnished or alleged to have been furnished to or for Sublessee at or for use on the Subleased Premises. If any mechanic’s lien is recorded for work claimed to have been done for, or on behalf of, or for materials claimed to be furnished to or for Sublessee, then Sublessee shall, at its expense, immediately discharge such lien, by bond or otherwise, on demand of Sublessor. As long as otherwise in accordance with the terms and conditions of the Master Lease, Sublessor hereby consents to the installation by Sublessee, at Sublessee’s sole cost, of a nitrogen tank in the condition B5 Service Yard after the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofDate.

Alterations. Sublessee shall have the right to make alterationsno additions, additions and changes, alterations or improvements (collectively, hereinafter “the "Alterations”") to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, any electrical or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein mechanical facilities pertaining to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require Premises without the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not may be unreasonably withheld or delayed subject to in Sublessor's sole and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alterationabsolute discretion. All Alterations shall be performed in compliance with laws in a good and workmanlike manner and all materials used shall be of a quality comparable to those in the Premises and Building and shall be in accordance with plans and specifications approved by Sublessor, and Sublessor may require that all such Alterations be performed under Sublessor's supervision. If Sublessor consents or supervises any such Alterations by Sublessee, the same shall not be deemed a manner warranty as to the adequacy of the design, workmanship or quality of materials, and Sublessor hereby expressly disclaims any responsibility or liability for the same, except for Sublessor's negligent supervision. Sublessor shall under no circumstances have any obligation to repair, maintain harmonious labor relations and not to damage or replace any portion of the BuildingAlterations. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to maintain a safe working environment, including the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees continuation of all contractors fire and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Termsecurity protection devices, if any, of this Leasepreviously installed in the Premises by Sublessor. Sublessor at its option and expense may make any repairs, taking into account alterations, additions or improvements that Prime Landlord may deem necessary or advisable for the complexity and nature preservation, safety or improvement of the work Premises or Building, but Sublessee at all times shall have reasonable access to the Premises. All alterations, additions and improvements except Sublessee's trade fixtures that do not become a part of the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except Building shall remain in and be surrendered with the Premises as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as a part thereof shall become the property of Sublessor upon at the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSublease.

Alterations. (a) Sublessee shall have the right to not make any alterations, installations, additions and or improvements (collectively, hereinafter “Alterations”) to the Subleased Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will consent shall not be unreasonably withheld, conditioned or delayed, and if Sublessor shall so determine such consent is necessary, with the prior written consent of Master Lessor in accordance with the Master Lease. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall provide to Sublessor, with each request for consent to any Alterations, complete plans and specifications therefor (“Plans”). The Plans shall be responsible (i) prepared and signed by an architect or engineer, registered in the State of California, and by registered electrical, mechanical and structural engineers where applicable, selected and paid for by Sublessee, approved by Master Lessor and Sublessor, and (ii) in such form and substance as are approvable or required by all governmental authorities whose approval is required. Sublessor agrees that it will promptly forward to Master Lessor any such request for consent to such Alterations following Sublessor’s receipt thereof from Sublessee. (b) Any Alterations made pursuant to this Section 5.4 shall be made or contracted for by Sublessee and shall cause the contractor to abide by all reasonable procedures, rules be performed at Sublessee’s sole cost and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alterationexpense. All Alterations shall be performed in such a manner accordance with the Plans as to maintain harmonious labor relations approved by Master Lessor and not to damage Sublessor, shall comply with all present and future applicable laws, ordinances, regulations and requirements in connection therewith and all Master Lessor’s construction procedures for the Building. Any Alterations hereunder shall be completed with all reasonable diligence. (c) Sublessee acknowledges and agrees that Sublessee shall indemnify pay to Sublessor, as Rent hereunder, any fees charged by Master Lessor pursuant to Paragraph 9(a) of the Master Lease, and hold the same shall be paid by Sublessee to Sublessor harmless from any damage caused by Sublesseeupon Sublessor’s contractorsdemand therefor. Sublessee further agrees that Sublessee shall reimburse Sublessor, as Rent hereunder, in an amount not to pay to Sublessor exceed Two Thousand Five Hundred and No/100s Dollars ($2,500.00) for Alterations costing Fifty Thousand and No/100s Dollars ($50,000.00) or less and five percent (5%) of the total cost of such Alterations for Alterations costing in excess of Fifty Thousand and No/100s Dollars, for all reasonable out-of-pocket costs actually and expenses incurred by Sublessor in connection with granting its consent to such Alterations (if requiredi) Sublessor’s review of any of Sublessee’s Plans, and supplying services requested (ii) any inspections by Sublessor of any Alterations, and the foregoing amounts shall be paid by Sublessee to Sublessee Sublessor within ten (10) days following Sublessor’s demand therefor. (d) Both Sublessor and Master Lessor may post and record an appropriate notice of non-responsibility with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Alteration, and Sublessee shall cause each contractor performing maintain any Alteration such notice posted by Sublessor or Master Lessor in or on its behalf the Subleased Premises. (e) If any Alterations are made without the prior written consent of Sublessor or Master Lessor, Sublessor shall have the right to carry worker’s compensation insurance in statutory amounts covering remove and correct such Alterations and restore the employees of all contractors and subcontractorsSubleased Premises to their condition immediately prior thereto, and comprehensive general liability insurance with Sublessee shall be liable for all reasonable expenses incurred by Sublessor in connection therewith and Sublessee shall promptly reimburse Sublessor for any such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested reasonable expenditures made by Sublessor. (f) Subject to Master Lessor’s right to require the removal of such Alterations, all Alterations made in, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, or about the Subleased Premises at any Alterations made by Sublessee, and any permanent fixtures installed as part thereof time shall become the property of Sublessor and shall remain upon and be surrendered with the expiration Subleased Premises. Sublessee agrees to indemnify and hold Sublessor harmless from and against any and all claims that may be made against Sublessor arising out of or other sooner termination in connection with any Alterations. The provisions of this Lease. Sublessee Section 5.4 shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon survive the expiration or earlier termination thereofof this Sublease.

Alterations. Sublessee Subtenant shall have not make any alterations in or additions to ----------- the right Premises ("Alterations") if to do so would constitute a default under the ----------- Prime Lease or if the Alteration is required to be removed at the end of the term of the Prime Lease pursuant to the terms thereof (in either case, a "Prohibited Alteration"). If Subtenant wishes to make alterationsan Alteration that is not ---------------------- a Prohibited Alteration, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining Sublandlord's consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee thereto shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not nonetheless be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDArequired, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayedand if Sublandlord consents thereto, Sublandlord shall use reasonable efforts to obtain the consent of Prime Landlord if such consent is required under the Prime Lease. Subtenant shall provide Sublandlord with a copy of the architectural plans for any requested Alteration for Sublandlord's review and consent; provided, however, -------- ------- Sublandlord's consent to an Alteration shall in no way be construed as an approval of the suitability of the plans therefor for construction. If Sublessee employs outside contractors for Alterations by Subtenant are permitted or consented to as required herein, Subtenant shall comply with all of the covenants of Sublandlord contained in the Prime Lease pertaining to the Premisesperformance of such Alterations. In addition, Sublessee Subtenant shall be responsible for and shall cause the contractor to abide by all reasonable proceduresindemnify, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify defend and hold Sublessor harmless from any damage caused Sublandlord against liability, loss, cost, damage, liens and expense imposed on Sublandlord arising out of the performance of Alterations by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually Subtenant, including without limitation Sublandlord's expenses incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee review of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSubtenant's plans.

Alterations. Sublessee shall have the right to make alterations, additions understands and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided acknowledges that (i) such Alterations do Landlord's ------------- consent to the Sublease expressed herein is not materially adversely affect a consent to any improvements or alteration work to be performed in the soundness, structural integrity, exterior appearance, or useful life of Premises (including without limitation any improvement work contemplated in the structure or the systems of the BuildingSublease), (ii) Landlord's consent for such Alterations in each instance do not exceed $250,000, work must be separately sought and (iii) any such Alterations do not require (A) consent work shall be subject to all the provisions of the PDA under Article 15 Master Lease with respect thereto. The herein agreement, upon execution by both parties, is herewith made an integral part of the Ground Lease (applied as if Sublessee were aforementioned Standard Office Sublease. Sublessor: Sublessee: /s/Advanced Fibre Communications Inc. /s/Cerent Corporation ---------------------------------- ------------------------------ Advanced Fibre Communications, Inc. Cerent Corporation Date: Date:7-8-99 ____________________________ ------------------------------ ADDENDUM #23 STANDARD LEASE DISCLOSURE ADDENDUM Notice to Owners, Buyers and Tenants Regarding Hazardous Wastes or Substances ----------------------------------------------------------------------------- and Underground Storage Tanks ------------------------------ Comprehensive federal and state laws and regulations have been enacted in the “Sublessee” thereunder) last few years in all effort to develop controls over the use, storage, handling, cleanup, removal and disposal of hazardous wastes or (B) approval substances. Some of plans from another governmental agency to obtain any required building these laws and regulations, such as, for example, the so-called "Super Fund Act", provide for broad liability schemes wherein an owner, tenant or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy user of the Building, including, but not limited to any data, telephone or telecommunications wiringproperty may be liable for cleanup costs and damages regardless of fault. In addition, Sublessee shall have the right to install, at its sole cost Other laws and expense, a backup generator regulations set standards for the Building in a location handling of asbestos or establish requirements for the use, modification, abandonment, or closing of underground storage tanks. It is not practical or possible to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders list all such laws and regulations of governmental authorities having jurisdiction thereof in this Notice. Therefore, lessors and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations lessees are urged to the Premises, Sublessee shall be responsible for consult legal counsel to determine their respective rights and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee liabilities with respect to the construction by Sublessee issues described in this Notice as well as other aspects of any Alteration within thirty (30) days the proposed transaction. If various materials that have been or may be in the future determined to be toxic, hazardous or undesirable, or are going to be used, stored, handled or disposed of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf the property, or if the property has or may have underground storage tanks for storage of such hazardous materials, or that such materials may be in the equipment, improvements or soil, it is essential that legal and technical advice be obtained to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors determine, among other things, what permits and subcontractors, and comprehensive general liability insurance with such limits as Sublessor approvals have been or may require reasonably from time to time during the Base Term or Extension Termbe required, if any, the estimated costs and expenses associated with the use. storage, handling, cleanup, removal or disposal of the hazardous wastes or substances and what contractual provisions and protection are necessary or desirable. It may also be important to obtain expert assistance for site investigations and building inspections. The past uses of the property may provide valuable information as to the likelihood of hazardous wastes or substances, or underground storage tanks being on the property. The term "hazardous wastes or substances" is used in this Notice in its very broadest sense and includes, but is not limited to, all those listed under Proposition 65, petroleum base products, paints and solvents, lead, cyanide, DDT, printing inks, acids, pesticides, ammonium compounds, asbestos, PCBs and other chemical products. Hazardous wastes or substances and underground storage tanks may be present on all types of real property. This Notice is, therefore, meant to apply to any transaction involving any type of real property, whether improved or unimproved. Although ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Co., Inc. or its salespeople, will disclose any knowledge it actually possesses with respect to the existence of hazardous wastes or substances, or underground storage tanks on the property, ▇▇▇▇▇▇ & Coppin Co., Inc. has not made investigations or obtained reports regarding the subject matter of this LeaseNotice, taking except as may be described in a separate written document, studies or investigation by experts. Therefore, unless there are additional documents or studies attached to this notice, lease or contract, this will serve as notification that ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Co., Inc. or its salespeople make no representation regarding the existence or non-existence of hazardous wastes or substances, or underground storage tanks on the property. You should contact a professional, such as a civil engineer, geologist, industrial hygienist or other persons with experience in these matters to advise you concerning the property. Americans with Disabilities Act (ADA) ------------------------------------- On July 26, 1991, the federal legislation blown as the Americans with Disabilities Act (ADA) was signed into account the complexity and nature law by ▇▇▇▇▇▇▇▇▇ ▇▇▇▇. The purpose of the work ADA is to integrate persons with disabilities into the economic and social mainstream of American life. Title III of the amount ADA applies to Lessors and Lessees of insurance customarily carried by contractors performing similar work and"places of public accommodation" and "commercial facilities", if requested by Sublessorand requires that places of public accommodation undertake "readily achievable" removal of communication and access barriers to the disabled. This requirement of Title III of the ADA is effective January 26, 1992. It is important that building owners identify and undertake "readily achievable" removal of any such barriers in the common areas, sidewalks, parking lots and other areas of the building under their control. The lessor and lessee are responsible for compliance with ADA relating to deliver to Sublessor certificates removal of all such insurance. Except as otherwise provided herein, any Alterations made by Sublesseebarriers within the workplace i.e. arrangement of interior furnishings and access within the premises, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in lessor and lessee. ▇▇▇▇▇▇ & ▇▇▇▇▇▇ Company, Inc. recommends that both parties seek expert advice regarding the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain implications of the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofAct as it affects this agreement.

Alterations. Sublessee shall have the right not make or suffer to make be made any alterations, additions and or improvements (collectively, hereinafter collectively “Alterations”) in, on, or to the Premises or the Building without obtaining the prior written consent of the PDA or Sublessor, provided that which consent shall not be unreasonably withheld, conditioned or delayed so long as (i) such Alterations do not materially adversely affect are permitted under the soundness, structural integrity, exterior appearanceMaster Lease, or useful life of the structure or the systems of the BuildingMaster Lessor has given its informed consent thereto, and (ii) such proposed Alterations will not interfere with or damage Sublessor’s existing cabling and related equipment located in each instance do not exceed $250,000the Premises, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee agrees to remove such any Alterations upon that Sublessor identifies for removal (at the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made Sublease) as part a condition of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiringgiving its consent thereto. In additionThe foregoing notwithstanding, Sublessee shall have the right from time to installtime to construct and install Alterations costing not more than Five Thousand Dollars ($5,000.00) without the prior consent of Sublessor (but with prior written notice to Sublessor), subject to (i) all conditions limiting or governing such Alterations set forth in the Master Lease, and (ii) all other terms and conditions of this Sublease. It is understood and agreed that Sublessee shall be solely responsible for removing, at Sublessee’s own expense, all Alterations for which Master Lessor’s consent was required and given on condition of such removal. Any Alterations in, on or to the Premises that Sublessee desires to undertake, which require the consent of Sublessor hereunder, shall be presented to Sublessor in written form, with proposed conceptual plans. Where Sublessor’s consent is required, Sublessor shall to notify Sublessee in writing whether it approves or disapproves said plans. If Sublessor disapproves Sublessee’s plans, it shall set forth with specificity and detail the objections it has to the same, and the changes that are needed to make such work acceptable to Sublessor. If Sublessor’s consent is not required as provided above, Sublessee shall demonstrate its compliance with the conditions which excuse the need for Sublessor’s consent. Whether or not Sublessor’s consent is required, Sublessor may require that Sublessee, at Sublessee’s sole cost and expense, obtain builder’s risk insurance with regard to such Alteration, and/or provide to Sublessor a backup generator for lien and completion bond in an amount equal to one and one-half times the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to estimated cost of such Alterations. Any other Alterations Sublessee shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses reimburse Sublessor for any reasonable out-of-pocket all costs or expenses incurred by Sublessor in connection therewithreviewing Sublessee’s plans for any proposed Alteration. Sublessor may condition its consent Sublessee shall pay promptly for all work related to any Alteration requiring Alteration, whether done by Sublessee, upon Sublessee’s order or otherwise. Any Alterations Sublessee may be required or permitted to make shall be made by Sublessee at Sublessee’s sole cost and expense (including, without limitation, all costs of complying with the Americans with Disabilities Act, whether or not such compliance requires structural improvements), and Sublessee shall notify Sublessor in advance of the same so that Sublessor may, at Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination sole option, post appropriate notices of the Term of this Leasenonresponsibility. All work done in connection with any Alterations shall be done made under the supervision of a competent architect or licensed structural engineer, in a good and workmanlike manner employing materials of good quality and in compliance accordance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors any plans approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayedSublessor and all applicable laws. If Sublessee employs outside contractors for Alterations to the PremisesBefore commencement of any Alteration, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay provide to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to a copy of the building permit for such Alterations work (if a building permit is legally required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees a list of all contractors or subcontractors to be used. Upon completion of such Alteration, Sublessee shall timely and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during properly record a Notice of Completion in the Base Term county recorder’s office for the county in which the Premises are located. Upon the expiration or Extension Term, if any, sooner termination of this LeaseSublease, taking into account the complexity Sublessee shall, at Sublessee’s sole cost and nature of the work expense, immediately and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of with all such insurance. Except as otherwise provided herein, due diligence: (i) remove any Alterations made or paid for by SublesseeSublessee that Sublessor (or Master Lessor) has designated for removal; (ii) repair any damage to the Premises resulting from such removal; and (iii) repair and restore the Premises to its original condition, reasonable wear and tear excepted. Leasehold Improvements installed by Sublessee under Section 2.6 that are not designated for removal, and any permanent fixtures installed as part thereof all Alteration not designated for removal by Master Lessor, shall become a part of the Premises and the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear Sublease and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain on and be surrendered with the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofPremises.

Alterations. Sublessee shall have the right not make or suffer to make be made any alterations, additions and or improvements (collectivelycollectively "Alterations") in, hereinafter “Alterations”) on, or to the Premises Sublet Space without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which consent shall not be unreasonably withheld or delayed subject withheld. Any Alterations Sublessee is permitted to make shall be made by Sublessee at Sublessee's sole cost and expense, and Sublessee shall notify Sublessor at least five (5) business days in accordance with advance of the Ground Leasesame so that Sublessor may post appropriate notices of nonresponsibility. Sublessor agrees Provided that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by requests Sublessor in connection therewith. writing at that time, Sublessor may condition its shall inform Sublessee, at time Sublessee seeks Sublessor's consent to any an Alteration, whether or not such Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon must be removed at the expiration or earlier termination of the Term of this LeaseSublease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon Upon the expiration or other sooner termination of this Lease. Sublease, Sublessee shall, upon demand by Sublessor, at Sublessee's sole cost and expense, forthwith and with all due diligence, remove any Alterations made or paid for by Sublessee whose removal was required by Sublessor upon Sublessor's granting consent therefor (or for which Sublessee did not seek Sublessor's removal preference upon installation) and Sublessee shall yield up forthwith and with all due diligence, at Sublessee's sole cost and expense, repair and restore the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this LeaseSublet Space to their original condition, reasonable ordinary wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereoftear excepted.

Alterations. Sublessee shall have the right Borrower and Leasehold Pledgor may, without Lender’s consent, permit Owner and Operating Lessee to make alterations, additions and improvements (collectively, hereinafter “Alterations”) perform alterations to the Premises without obtaining consent of the PDA or Sublessor, provided that Improvements and Equipment which (i) such Alterations do not constitute a Material Alteration (or are otherwise approved by Lender), (ii) do not materially adversely affect Borrower’s, Leasehold Pledgor’s, Owner’s or Operating Lessee’s financial condition or the soundness, structural integrity, exterior appearance, value or useful life net operating income of the structure Properties or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000any Individual Property, and (iii) such Alterations do not require are in the ordinary course of Owner’s and Operating Lessee’s business (Ait being understood that nothing in this clause (iii) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans shall prohibit Owner from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein carrying out FF&E Work to the contrary, Sublessee shall not be obligated to remove extent the same constitutes an Approved FF&E Expense or restore any Alterations made as part of or in connection with Sublessor’s PIP Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related extent the same constitutes an Approved Scheduled PIP Expense). Neither Borrower nor Leasehold Pledgor shall cause or permit Owner or Operating Lessee to Alterations. Any other Alterations shall require the perform any Material Alteration without Lender’s prior written consent of Sublessor and, not to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors To the extent that the Mortgage Loan and the Mezzanine A Loan are no longer outstanding or Mortgage Lender and Mezzanine A Lender have waived the corresponding requirement under the Mortgage Loan Documents and the Mezzanine A Loan Documents, Lender may, as a condition to giving its consent to a Material Alteration with respect to any one or more Individual Properties, require that Borrower or Leasehold Pledgor deliver (or cause Owner or Operating Lessee to deliver) to Lender security for Alterations payment of the cost of such Material Alteration and as additional security for Borrower’s and Leasehold Pledgor’s Obligations under the Loan Documents, which security may be any of the following: (i) cash, (ii) a Letter of Credit, (iii) U.S. Obligations, or (iv) other securities acceptable to Lender, provided that in the case of this clause (iv), Lender shall have received a Rating Agency Confirmation as to the Premises, Sublessee form and issuer of same. Such security shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior an amount equal to the commencement total unpaid amounts incurred and to be incurred with respect to such alterations to the Improvements at such Individual Property(ies) (other than such amounts to be paid or reimbursed by tenants under the Leases) in excess of the Alteration Threshold. Not more than once per month during the course of the Material Alteration, upon Borrower’s or Leasehold Pledgor’s written request and provided each of the conditions below shall have been satisfied, Lender will disburse funds from any Material Alteration security that is cash to fund (or reimburse Borrower, Leasehold Pledgor, Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee, as applicable, for its funding of) the cost of the Material Alterations or, to the extent applicable, provide its written consent to the reduction of any Letter of Credit in consideration of Borrower’s or Leasehold Pledgor’s funding of the cost of the Material Alterations (such Alterationreduction being in the amount of such funding), in each case, within twenty (20) days following Lender’s receipt of Borrower’s or Leasehold Pledgor’s written request. All Alterations Lender’s obligation to make disbursements hereunder shall be performed subject to the satisfaction of each of the following conditions: (x) as of the date of Borrower’s or Leasehold Pledgor’s request, and as of the date of disbursement, no Event of Default shall have occurred and be continuing, (y) Borrower’s or Leasehold Pledgor’s written request shall be accompanied by: (1) copies of all bills and invoices evidencing such costs (and the same shall be subject to Lender’s reasonable review), (2) an Officer’s Certificate from Borrower (A) stating that the items to be funded by the requested disbursement are costs of an approved Material Alteration, and a description thereof, (B) stating that the portion of such approved Material Alteration to be funded by the requested disbursement has been completed in a good and workmanlike manner and in accordance with all applicable Legal Requirements, (C) stating that the portion of such Material Alteration to be funded has not been the subject of a manner previous disbursement and that all prior releases, disbursement, or returns of security have been applied by Borrower, Leasehold Pledgor, Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to the costs of such Material Alteration in accordance with Borrower’s or Leasehold Pledgor’s past requests, (3) evidence satisfactory to Lender in its reasonable discretion that the balance of the cash portion of the Material Alteration security or the undrawn portion of any Letter of Credit given as security for such Material Alteration, after giving effect to maintain harmonious labor relations the requested disbursement, will be sufficient to cover the remaining cost of such Material Alteration, (4) evidence that all contracts, subcontractors and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor materialmen who provided work materials or services in connection with granting its consent to such portion of the Material Alterations covered by such disbursement have been paid in full (if requiredor will be paid in full from such disbursement) and supplying have delivered appropriate lien waivers and/or releases (or will deliver them in connection with such disbursement); (5) at Lender’s option, but no more frequently than once per calendar quarter, a title search for the related Individual Property indicating that such Individual Property is free from all Liens, claims and other encumbrances not previously approved by Lender and which are not otherwise Permitted Encumbrances (Mortgage Loan), and (6) such other evidence as Lender shall reasonably request to demonstrate that the portion of such Material Alteration to be funded by the requested disbursement has been completed and paid for or will be paid upon such disbursement to Borrower or Leasehold Pledgor. Upon substantial completion of any Material Alteration, Borrower or Leasehold Pledgor shall provide (or cause Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to provide) evidence satisfactory to Lender that (i) the Material Alteration was constructed in accordance with applicable Legal Requirements, (ii) all contractors, subcontractors, materialmen and professionals who provided work, materials or services requested by Sublessee in connection with the Material Alteration have been paid in full and have delivered unconditional releases of liens, and (iii) 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. If Borrower or Leasehold Pledgor has provided (or caused Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to Sublessee with respect provide) cash security, as provided above, except to the construction extent applied by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee Lender to fund such Material Alterations, such cash shall cause each contractor performing any Alteration on its behalf be released by Lender to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsfund such Material Alterations, and comprehensive general liability insurance with if Borrower or Leasehold Pledgor has provided (or has caused Mezzanine A Borrower, Mezzanine A Leasehold Pledgor, Owner or Operating Lessee to provide) non-cash security, as provided above, except to the extent applied by Lender to fund such limits as Sublessor may require reasonably from time to time during the Base Term or Extension TermMaterial Alterations, if any, of this Lease, taking into account the complexity Lender shall release and nature return such security upon Borrower’s satisfaction of the work and requirements of the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofpreceding sentence.

Alterations. Sublessee shall have the right The Tenant has no rights to make carry out any alterations, additions and improvements (collectively, hereinafter “Alterations”) works or installations to the Premises without obtaining consent unless it is expressly permitted to do so under this Clause 4.10. The Tenant may install, alter and remove tenant's fixtures30 and carry out internal non-structural works to the Premises that will not have an adverse impact on the Environmental Performance of the PDA Premises without the Landlord's consent, but the Tenant must notify the Landlord promptly after completing those works. To enable those works to be carried out, the Tenant may drill fixing holes into the floors, ceilings, columns or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life walls of the structure or the systems Premises. The Tenant must comply with its obligations in Part 5 of the BuildingSchedule when carrying out or installing any Permitted Works, (ii) such Alterations whether or not the Landlord's consent is required for them.31 Where the Landlord's consent is expressly required under this Clause 4.10, the Landlord may impose requirements on the Tenant in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent addition to those contained in Part 5 of the PDA under Article 15 Schedule when giving its consent. The Tenant must not display any signs or advertisements on the Premises that are visible from outside the Premises except for business signs that indicate the Tenant's trading name in the style of and consistent with the Ground Lease (applied as if Sublessee were Tenant's standard business signage. By the “Sublessee” thereunder) End Date the Tenant must have removed: all tenant's and trade fixtures and loose contents from the Premises; all Electronic Communications Apparatus and apparatus relating to Wireless Data Services installed by the Tenant or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations sub-tenant at the completion thereof. As long as Sublessor has received Premises; all signage installed by the Tenant or any sub-tenant at least fifteen (15) business days’ prior notice the Premises; subject to Clause 4.12.3, all Permitted Works; and without affecting any other Landlord's rights, any works that have been carried out by the Tenant in breach of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of any obligation in this Lease. If Sublessor fails The Tenant must make good all damage to give such notification the Premises caused when complying with Clause 4.12.1 and restore them to Sublessee the same configuration, state and condition as they were in before the items removed were originally installed. If, no more than [nine] months and no less than [two] months before the End Date, the Tenant serves formal notice on the Landlord in the form set out in Part 6 of the Schedule the only Permitted Works that the Tenant must remove under Clause 4.12.1(d) will be: those carried out before the date of the Tenant's notice that the Landlord requires to be removed by formal notice to the Tenant within such period, Sublessee shall [six] weeks of the Landlord receiving the Tenant's notice; and those carried out after service of the Tenant's notice; and any other Permitted Works need not be obligated removed.32 At the End Date the Tenant must: give back the Premises (and the fixtures, plant and equipment in them) in good decorative order and in a state, condition and working order consistent with the Tenant's obligations in this Lease;33 give back the Premises with vacant possession; and hand to the Landlord any registers or records maintained by the Tenant pursuant to any statutory duty that relate to the Premises including any health and safety file, EPC and asbestos survey. If the Tenant has not removed all of its property from the Premises by the End Date and the Landlord gives the Tenant not less than five Business Days' notice of its intention to do so. Notwithstanding anything herein : the Landlord may dispose of that property as the agent of the Tenant; the Tenant must indemnify the Landlord against any liability of the Landlord to any third party whose property has been disposed of in the genuine but mistaken belief that it belonged to the contraryTenant; and the Landlord must pay to the Tenant the proceeds of the disposal after deducting the costs of transportation, Sublessee shall storage and disposal incurred by the Landlord. The Tenant must not be obligated use the Premises other than for the Permitted Use. The Tenant must not use the Premises: for any illegal activity; [for trading in vehicles or carrying out repairs to remove or restore any Alterations made and maintenance of them;] as part of a betting office, an amusement arcade or in connection with Sublessor’s Work and Sublessee’s initial occupancy gaming; for any political or campaigning purposes or for any sale by auction;34 or for the sale of alcohol for consumption on or off the Premises or for the preparation or cooking of food other than, in either case, in connection with staff catering facilities ancillary to the Permitted Use. The Tenant must not: keep in the Premises any plant, machinery or equipment (except that properly required for the Permitted Use) or any petrol or other explosive or specially flammable substance[ (other than petrol in the tanks of vehicles parked in any parking spaces within the Premises)]; load or unload any vehicle unless it is in a loading area provided for that purpose; cause any nuisance or damage to the Landlord or to the owners, tenants or occupiers of any adjoining premises; overload any part of the BuildingPremises or any plant, includingmachinery, but not limited equipment or Conducting Media; do anything that blocks the Conducting Media or makes them function less efficiently including any blockage to or corrosion of any drains, pipes or sewers by virtue of any waste, grease or refuse deposited by the Tenant or any cleaning of them carried out by the Tenant; operate any apparatus so as to interfere with the lawful use of Electronic Communications Apparatus or the provision of Wireless Data Services on any adjoining premises; cause any land, roads or pavements near to the Premises to be untidy or dirty, or deposit anything on them; use any machinery on the Premises that is audible outside the Premises or that causes significant vibration outside the Premises; in relation to any dataparts of the Premises that are not built on store, telephone keep or telecommunications wiring. In additionstack any materials, Sublessee shall have the right to installplant, at its sole cost and expenseequipment, a backup generator bins, crates, boxes, refuse, waste or rubbish or any receptacle for the Building in a location to be reasonably determined by Sublessor and Sublesseewaste, subject to the refuse or rubbish or any other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and item otherwise than in accordance with any requirements of the Ground Lease. Sublessor agrees Landlord's insurers and any regulations made by the Landlord; burn rubbish or waste materials, paper, wood or other combustible matter on the Premises[ except in boilers or incinerators provided for that it shall use commercially reasonable efforts to assist Sublessee in obtaining purpose]; or emit any consent required smoke, fumes or smells from the PDA Premises. The Landlord does not warrant that the Permitted Use is, will be, or will remain lawfully permitted under the Planning Acts or the title deeds. The Tenant remains bound by the Tenant's obligations under this Lease even if the use is not lawfully permitted under the Planning Acts. The Tenant must not install or use Electronic Communications Apparatus or apparatus relating to Alterations so long as Sublessee reimburses Sublessor Wireless Data Services within the Premises unless solely for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done use in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to lawful occupier's business at the Premises, Sublessee shall [. Landlord's consent must be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing obtained prior to installation]. The Tenant must provide the commencement Landlord with the names, addresses and telephone numbers of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably fewer than two people who from time to time during hold keys and any security access codes to the Base Term or Extension Term, Premises and who may be contacted in an emergency if any, of this Lease, taking into account the complexity and nature Landlord needs access to the Premises outside the Tenant's normal business hours. [The Tenant must not use any parking spaces forming part of the work and Premises: except for the amount parking of insurance customarily carried by contractors performing similar work andvehicles belonging to persons working at the Premises or any authorised visitors to the Premises; or for the repair, if requested by Sublessorrefuelling or maintenance of any vehicles.] [The Tenant must comply with the provisions in Part 9 of the Schedule.]35 Dealings with the Premises36 The Tenant must not assign, to deliver to Sublessor certificates sub-let, charge, hold on trust, part with or share possession or occupation of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in whole or in part, except as authorised under this Clause 4.14[ or Part 8 of the condition Schedule]. The Tenant may, with the Landlord's consent, assign the Tenant's right to the whole of the Premises were to a prospective tenant which is of sound financial standing and demonstrably capable of fulfilling the Tenant's obligations under this Lease37, except that: the Landlord may refuse consent to assign if the Tenant has not paid in on full the Rent Commencement Date or as they and all other sums due to the Landlord under this Lease that are not the subject of a legitimate dispute about their payment; the Landlord may refuse consent to assign in any other circumstances where it is reasonable to do so; [and] the Landlord may require any other condition to the Landlord's consent if it is reasonable to do so[; and if required by the Landlord, any consent to assign may be placed during subject to a condition that any Environmental Permits held by the Term assigning tenant that are required for the use and enjoyment of the Premises by the assignee are transferred to the assignee]38. [The provisions of Part 8 of the Schedule apply to sub-lettings of the Premises and the Tenant must comply with its obligations in that Part of the Schedule.] The Tenant may charge the Tenant's right to the whole of the Premises to a genuine lending institution without the Landlord's consent but the Tenant must notify the Landlord under Clause 4.15 of any charge created. In addition to the provisions of this LeaseClause 4.14, reasonable wear and tear, damage caused by Sublessor’s activities or breach the Tenant may share occupation of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, with a Group Company of the Tenant[ or a Service Provider] on condition that:39 the Tenant notifies the Landlord of the identity of the occupier and water processing systems, shall remain the property part of Sublessee the Premises to be occupied; no relationship of landlord and may be installed tenant is created or removed by Sublessee at any time during is allowed to arise; the Lease Term sharing of occupation ends if the occupier is no longer a Group Company of the Tenant[ or upon a Service Provider]; and the expiration or earlier termination thereofTenant notifies the Landlord promptly when the occupation ends.

Alterations. Notwithstanding the provisions of Article 9 of the Master Lease, any alteration, which requires Master Lessor's approval pursuant to the Master Lease, shall not be commenced by Sublessee unless and until such consent is obtained. At the time Sublessor and Master Lessor consent to any alteration, additions or improvements, Sublessor and Master Lessor shall inform Sublessee in writing whether Sublessee is responsible for the removal of such alterations and improvements at the expiration or earlier termination of the term of this Sublease, provided that Sublessee, in its request for consent to the alteration, addition, or improvement, has expressly requested that Sublessor and Master Lessor specify the nature and extent of any such removal obligation. If such notification is not made, Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee no responsibility to remove any such Alterations upon alteration or improvement at the expiration or earlier termination of this LeaseSublease. If Any alteration made by Sublessee shall become a part of the Sublease Premises, and at Sublessor's election, shall be surrendered to Sublessor fails at the end of the Sublease term. Any alteration made by Sublessee shall, at Sublessor's election become Sublessor's property throughout the Sublease term except for any specialized improvements installed by Sublessee (which improvements shall be part of Sublessee's Equipment and Alterations, as defined in Exhibit ▇-▇), which improvements shall remain the property of Sublessee and which improvements shall be removed by Sublessee at the expiration or earlier termination hereof. In the event Sublessor is (or becomes) obligated under the Master Lease to give such notification to Sublessee within such periodremove any of Sublessee's alterations, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove same at Sublessee's sole cost and expense and to restore the Sublease Premises to its condition prior to the alteration but only to the extent required by Sublessor or restore any Alterations made as part of or Master Lessor in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited their written consent to any data, telephone or telecommunications wiringsuch alteration. In additionthe event that Sublessee removes any items it is permitted to remove under Exhibit ▇-▇, Sublessee shall have the right to installSublessee, at its sole cost and expense, a backup generator for shall restore the Building in a location Sublease Premises to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may its condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofalteration.

Alterations. Sublessee 9.1 The initial improvement of the Premises shall be accomplished by Landlord in accordance with Exhibit E or as set forth in Section 9.2 below; provided, however, that Tenant shall reimburse Landlord eleven thousand one hundred dollars ($11,100) toward the cost of such improvement of the Premises, which reimbursement Tenant shall make to Landlord within twenty (20) days of Landlord's request therefor; and provided further, however, that Tenant shall have the right to utilize, to the extent that it remains available, the Additional Improvements Allowance described in Section 23.1 below in satisfying its reimbursement obligations set forth in this Section. Landlord is under no obligation to make any alterations, additions decorations, additions, improvements, demolitions or other changes (collectively "Alterations") in or to the Premises except as set forth in Exhibit E or as set forth in Section 9.2 below. 9.2 In addition to the improvements to the Premises that Landlord is to make pursuant to Section 9.1 above and Exhibit E, Landlord shall make the improvements to the Premises and/or the Land described in Paragraphs 9.2(a), (b) and (c) below (the "Additional Improvements"): (a) Tenant shall have the right, within sixty (60) days after the date of this Lease, to request in writing that Landlord install brick pavers over Landlord's existing sidewalks at the two (2) main front entrances of the Premises. Landlord shall select the pavers in consultation with Tenant. The location of such main front entrances are shown on the space plan that is described in Exhibit E. Landlord and Tenant acknowledge and agree that the installation of the aforesaid brick pavers shall be subject to the prior approval of the Reston Architectural Review Board (the "ARB"), that Landlord shall have no obligation to Tenant if the ARB does not approve the installation of the aforesaid brick pavers and that this Lease is not conditioned in any manner on Landlord's obtaining of ARB approval for the aforesaid brick pavers. Landlord shall use good faith efforts to obtain ARB approval in a timely manner. The Lease Commencement Date shall not be delayed if the aforesaid brick pavers shall not be installed by the date on which all other conditions to the Lease Commencement Date are satisfied. If Tenant does not request that the brick pavers be installed, or if the ARB does not approve the installation of the brick pavers, then Landlord shall power wash/steam clean the aforesaid sidewalks at Landlord's sole cost and expense. (b) Landlord and Tenant acknowledge and agree that the Building contains as of the date of this Lease a sprinkler-style fire prevention system, a 120-volt electrical transformer and an emergency power/battery power back-up system (collectively, hereinafter “Alterations”the "Existing Systems"). Tenant shall have the right, within sixty (60) to days after the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination date of this Lease. If Sublessor fails , to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to request in writing that Landlord modify and upgrade the contrary, Sublessee shall not be obligated to remove Existing Systems (or restore any Alterations made of them) as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy Landlord's construction of the Building, including, but not limited Premises. Landlord and Tenant shall proceed in good faith to determine within the sixty (60) day period after the date of this Lease on the specifications for any data, telephone modifications or telecommunications wiring. In addition, Sublessee shall have upgrades of the right Existing Systems that Tenant requests Landlord to installmake. (c) Landlord acknowledges and agrees that, at its sole cost and expense, a backup generator for it shall remove the existing dirt pile from behind the Building and reseed the area. Thereafter, Landlord shall relocate its landscaping storage area, shall landscape the area of its now-existing dirt pile and shall install in that area picnic benches, a location volleyball play area and a basketball court, all such improvements to be reasonably determined by Sublessor located in the proximity of the locations shown on Exhibit G attached hereto. Landlord and Sublessee, subject Tenant shall have the right to make mutually acceptable changes to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination proposed design of the Term picnic and recreational area, provided that all such changes are made within the sixty (60) day period after the date of this Lease. All work done in connection with any Alterations Landlord and Tenant acknowledge and agree that the installation of the aforesaid picnic and recreational area shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 subject to the prior approval of the Ground Lease and with lawsARB, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee that Landlord shall have no obligation to remove or restore Sublessor’s Work, Tenant if the ARB does not approve the installation of the aforesaid picnic and recreational area and that this Lease is not conditioned in any ordinary manner on Landlord's obtaining of ARB approval for the aforesaid picnic and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, recreational area. Landlord shall use good faith efforts to obtain ARB approval in a timely manner. The Lease Commencement Date shall not be delayed if the aforesaid picnic and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or recreational area shall not be installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during date on which all other conditions to the Lease Term or upon the expiration or earlier termination thereofCommencement Date are satisfied.

Alterations. Sublessee (a) Subtenant shall have the right to not make alterations, additions and any alterations or improvements (collectively, hereinafter herein “AlterationsChanges”) to the Sublease Premises of any nature without obtaining consent of the PDA or Sublessor, provided that (i) first obtaining Sublandlord’s prior written consent, and (ii) the required consent from Rewards Network in accordance with the terms of the Sublease and Overlandlord in accordance with the provisions of the ▇▇▇▇▇▇▇▇▇. Sublandlord agrees that provided, (x) Rewards Network and Overlandlord shall each have consented to a proposed Change, and (y) such Alterations do proposed Change does not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life integrity of the structure Building or, affect any mechanical, electrical, HVAC, plumbing, life safety, security or other system located in the systems of Sublease Premises or the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) Sublandlord’s consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject delayed. Any request for Sublandlord’s consent to a proposed Change shall be accompanied by a final set of architectural, mechanical, electrical and engineering drawing and specifications (herein called the “final plans”) setting forth all of the work, equipment and improvements which Subtenant wishes to perform, which final plans shall be scaled and dimensioned and shall contain complete information necessary for the construction and finishing of the Sublease Premises and for the engineering in accordance connection therewith and otherwise comply with the Ground Leaseterms of the ▇▇▇▇▇▇▇▇▇. Sublessor agrees Subject to the provisions this Sublease (including the provisions of the ▇▇▇▇▇▇▇▇▇ incorporated herein by reference), it is understood that it Sublandlord shall use commercially reasonable efforts to assist Sublessee not be deemed unreasonable in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition withholding its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove the final plans prepared by Subtenant pursuant hereto if (i) Rewards Network or Overlandlord has not consented thereto, (ii) same upon expiration involves the performance of work or earlier termination the installation in the Sublease Premises of materials or equipment which do not equal or exceed the existing standard of quality of Sublease Premises, (iii) same exceeds the capacity of the Term utilities available in the Sublease Premises, or (iv) same will contain or require the use of this Lease. All work done in connection with hazardous or toxic materials or violate any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with governmental laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned rules or delayedordinances. If Sublessee employs outside contractors for Alterations to the PremisesRewards Network, Sublessee shall be responsible for Overlandlord and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its Sublandlord consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee any Changes, then, with respect to the construction same, Subtenant shall comply with all of the provisions of the Sublease and ▇▇▇▇▇▇▇▇▇ relating thereto. (b) Subtenant hereby covenants and agrees to indemnify and save harmless Sublandlord from and against any and all claims, reasonable counsel fees, loss, damage and expenses whatsoever by Sublessee reason of any Alteration within thirty (30) days injury or damage, caused by Subtenant or its contractors, agents or employees, to any person or property as a result of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf Changes performed by Subtenant or arising out of any fine or penalty or out of any other matter or thing connected with any work done or to carry worker’s compensation insurance be done or materials furnished or to be furnished in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance connection with such limits Changes. Before proceeding with (and as Sublessor may require a condition to making) any Changes which will cost more than twenty five thousand dollars and 00/100 ($25,000.00), as reasonably from time estimated by Sublandlord, Subtenant shall furnish to time during the Base Term Sublandlord a payment and performance bond or Extension Termother security satisfactory to Sublandlord, if any, of this Lease, taking into account the complexity and nature in an amount at least equal to 120% of the work and the amount estimated cost of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofChanges.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do Sub-Subtenant shall not materially adversely affect the soundnessmake or permit to be made any alterations, structural integrityadditions, exterior appearanceimprovements, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein modifications to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require Sub-Subleased Premises (an “alteration”) without (i) the prior written consent of Sublessor andSub-Sublandlord and Sublandlord, the latter’s consent to be deemed granted in accordance with Section 6(d) above or, if Section 6(d) is not applicable, such consent not to be unreasonably withheld, conditioned or delayed, and (ii), to the extent required under by the Ground Prime Lease, the PDAprior written consent of Landlord. If the alteration is a Cosmetic Alteration, which then Sub-Sublandlord’s consent shall not be unreasonably withheld or delayed subject required (but Sub-Subtenant shall notify Sub-Sublandlord of such alteration). A “Cosmetic Alteration” is an alteration that is (i) cosmetic in nature (e.g., painting, wallcoverings, carpeting, hanging of artwork, and the like), and (ii) does not require a building permit to and in accordance with perform. If the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable outalteration is other than a Cosmetic Alteration, then Sub-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring SublessorSublandlord’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessorrequired, which approval will consent shall not be unreasonably withheld, conditioned or delayeddelayed (and which consent shall be deemed obtained if no response is made by Sub-Sublandlord to Sub-Subtenant’s request for consent within ten (10) days after Sub-Subtenant’s delivery of such written request to Sub-Sublandlord). If Sublessee employs outside Any alterations shall be made at Sub-Subtenant’s expense, in a good and workmanlike manner by contractors for Alterations and subcontractors approved by Sublandlord, and, if required by the Prime Lease, by Landlord, provided, however, with respect to alterations affecting the Walls/Partitions or Systems Furniture, Sub-Subtenant shall use contractors, subcontractors and vendors designated by Sublandlord. All alterations shall be made only after Sub-Subtenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Sublandlord, and (ii) has complied with all other requirements reasonably imposed by Sublandlord, including without limitation any requirements due to the Premisesunderwriting guidelines of Sublandlord’s insurance carriers. At Sub-Subtenant’s expense, Sublessee Sub-Sublandlord shall be responsible join in submitting Sub-Subtenant’s plans for any necessary governmental approval, if required by applicable law. Sub-Sublandlord’s consent (or deemed consent) to any alterations and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement approval (or deemed approval) of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations plans and specifications constitutes approval of no more than the concept of these alterations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee a representation or warranty with respect to the construction quality or functioning of such alterations, plans and specifications. Sub-Subtenant shall reimburse Sub-Sublandlord any charge actually incurred by Sublessee Sub-Sublandlord by invoice from Sublandlord in connection with any alteration performed by or on behalf of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsSub-Subtenant hereunder, and comprehensive general liability insurance with such limits as Sublessor may require reasonably Sub-Sublandlord shall not charge Sub-Subtenant any amount in addition thereto. Sub-Subtenant hereby agrees to indemnify and hold Sub-Sublandlord harmless against and from time to time during the Base Term or Extension Termany and all claims, if anydamages, of this Leasecosts, taking into account the complexity and nature fines arising solely out of the work and alterations performed by or on behalf of Sub-Subtenant hereunder, except to the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage extent caused by Sublessor’s activities the negligence or breach willful misconduct of its repair and maintenance obligations, and damage Sub-Sublandlord or anyone acting by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofthrough Sub-Sublandlord.

Alterations. Sublessee (a) Lessee shall have the right to not, without Lessor's prior written consent, make alterations, additions and improvements (collectively, hereinafter “Alterations”) any structural alterations to the Premises without obtaining or any alterations costing in excess of $100,000 (which amount shall be increased each January l/st/ by the increase in the CPI over the preceding year); provided, however, such consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld unless such alterations adversely affect the Building's mechanical systems or delayed subject to affect the structural walls, roofs or other load-bearing supports on the Premises. Without limiting the foregoing, the erecting of inside partitions, walls, offices and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations mounting of trade fixtures is considered nonstructural and therefore does not require Lessor's approval so long as Sublessee reimburses Sublessor these alterations do not exceed $100,000 per alteration (which amount shall be increased each January 1st by the increase in the CPI over the preceding year). Should Lessee make any alterations requiring Lessor's approval without approval having been given, Lessor may require Lessee to remove any or all of the same upon demand. If Lessee desires to make any alterations requiring Lessor's approval, Lessee shall so notify Lessor and submit to Lessor plans and specifications for such alterations and reasonable evidence of the availability of funds to pay for such alterations. Lessor shall have twenty (20) days to respond to such submissions; and if Lessor fails to respond to such submissions within such twenty (20) day period, they shall be deemed approved, provided that Lessor's reasonable request for more information shall not be deemed a failure to respond. Upon Lessor's approval of the plans and specifications, Lessee will obtain workmen's compensation and other insurance (including, without limitation, builder's risk insurance) necessary in connection with such work, in amounts reasonably satisfactory to Lessor, and all necessary governmental licenses, permits and approvals, and Lessee shall provide Lessor with evidence of such before the work commences. Lessor shall also have the right to reasonably approve the contractor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewithalteration which requires Lessor's consent. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination Notwithstanding the foregoing, Lessor's review of the Term plans and specifications, insurance, governmental licenses, permits and approvals are only for Lessor's benefit, and Lessor assumes no liability for any errors or omissions of this Lease. All work done Lessor in connection with any Alterations such review and approval. All alterations shall be done in a good and workmanlike manner employing using materials comparable in quality to those found on the Premises and shall comply with all applicable governmental laws, ordinances, regulations and terms and conditions of good quality all licenses and permits for such work. (b) Lessee has no authority or power to cause or permit any lien or encumbrance of any kind whatsoever, whether created by act of Lessee, operation of law or otherwise, to attach to or be placed upon Lessor's title or interest in the Building or Premises, and any and all liens and encumbrances created by Lessee shall attach to Lessee's interest only. Except as set forth below, Lessee covenants and agrees not to suffer or permit any lien of mechanics, materialmen, laborers or any similar lien to be placed against the Building or the Premises with respect to work or services claimed to have been performed for, or materials claimed to have been furnished to, Lessee or to the Premises by contractors retained by Lessee, or any sublessee or occupant of the Premises; and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement case of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations lien attaching, or claim thereof being asserted, Lessee covenants and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill thereforlearning thereof to cause it to be released and removed of record, if it is possible to do so without satisfying the lien. Sublessee In the event such lien cannot be released and removed through appropriate proceedings within such thirty (30) day period, Lessee shall cause each contractor performing any Alteration on its behalf such lien to carry worker’s compensation insurance be bonded or insured over by a title insurer or surety reasonably satisfactory to Lessor, or provide Lessor with a letter of credit, certificate of deposit or other comparable security in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried 125% of the amount of such lien (provided, however, that Lessee shall not be required to post such bond or other security for liens of less than $25,000.00 [which amount shall be increased each January l/st/ by contractors performing similar work andthe increase in the CPI over the preceding year] in amount). Lessee thereafter shall be entitled to contest such lien as long as Lessee shall contest such lien diligently by appropriate proceedings (provided such contest shall not cause any sale, if requested foreclosure or forfeiture of the Premises by Sublessorreason of such nonpayment) and cause the same to be removed or discharged prior to entry of any order foreclosing the same. In the event that any such lien is not so released and removed, bonded over or secured against, or in the event Lessee shall fail to deliver contest such lien as required by the preceding sentence, Lessor may, upon notice to Sublessor certificates Lessee, take all action necessary to release and remove such lien and avail itself of all such insurance. Except as otherwise any security therefor provided herein, by Lessee (without any Alterations made by Sublesseeduty to investigate the validity thereof), and Lessee shall promptly upon notice reimburse Lessor for all sums, costs and expenses (including, without limitation, reasonable attorneys' fees and expenses) incurred by Lessor (and not covered by insurance, bond or other security provided by Lessee) in connection with the release and removal of such lien. (c) Lessee shall be required to remove all alterations which Lessee has constructed during the Lease term which cost in excess of $25,000 to remove at the time the alteration is to be removed (which amount shall be increased each January l/st/ after the date hereof by the increase in the CPI over the preceding year). Notwithstanding the preceding sentence, prior to making any permanent fixtures installed as part thereof alterations Lessee shall have the right to request that Lessor decide whether Lessee shall be required to remove such alterations at the end of the Lease term; and Lessee will not be required to remove such alterations unless Lessor notifies Lessee, at the time Lessee makes such request, that Lessee will be required to remove the alteration at the end of the Lease term. All other alterations made under this Lease and not removed by Lessee shall become the property of Sublessor Lessor and shall remain upon and be surrendered with the Premises at the expiration or other sooner termination of the term of this Lease. Sublessee Lease unless Lessee shall yield up elect to remove any such alterations and restore the Premises to its condition prior to the making of such alterations, provided, however, that Lessee may not remove any structural alterations, or alterations required to keep the Premises in compliance with applicable laws without the condition the Premises were Lessor's prior written consent in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofsole discretion.

Alterations. Sublessee shall have the right to not make any changes, alterations, additions and or improvements (collectivelyeach, hereinafter an “AlterationsAlteration”) to the Premises demised premises without first obtaining the written consent of Underlying Landlord and Sublessor and otherwise in accordance with Article 6 of the PDA Underlying Lease and depositing with Sublessor a bond or other reasonable security satisfactory to Sublessor, provided that (i) such Alterations do not materially adversely affect in the soundness, structural integrity, exterior appearance, or useful life amount of 110% of the structure or aggregate cost of such Alteration, to insure the systems lien-free completion of such Alteration. Sublessor’s consent shall not be unreasonably withheld if the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) written consent of Underlying Landlord is first obtained; provided, that, it will not be unreasonable for Sublessor to condition its consent on Sublessee’s agreement to remove the PDA under Article 15 subject Alteration prior to the Expiration Date. Simultaneously with the submission of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency documents to obtain any required building or other permit. If applicableUnderlying Landlord, Sublessee shall provide Sublessor with “as built” plans detailing send copies of all such Alterations at documents regarding alterations to Sublessor. To the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify extent Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodreceives consent for an Alteration directly from Underlandlord, Sublessee shall not be obligated deliver a copy of such consent to do soSublessor. Notwithstanding anything herein to the contrary, Sublessee shall not pay all costs and expenses relating to any changes, alterations, additions or improvements and shall cause same to be obligated to remove or restore any Alterations made as part of or completed in connection accordance with Sublessor’s Work the terms, covenants, conditions, provisions and Sublessee’s initial occupancy agreements of the BuildingUnderlying Lease. Sublessee hereby agrees to indemnify, defend and hold Sublessor harmless from and against any and all loss, cost, damage, expense or liability (including, but not limited to any datato, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost reasonable attorneys’ fees and expense, a backup generator for the Building in a location to be reasonably determined disbursements) incurred by Sublessor and as a result of Sublessee, subject ’s failure to comply with the provisions of this Paragraph 11. Notwithstanding anything to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written contrary contained herein, Sublessor’s consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent purely cosmetic and/or decorative changes, including but limited to any Alteration requiring Sublessorpainting and carpeting; it being understood and agreed that the foregoing shall not vitiate the requirement for Sublessee to obtain Underlying Landlord’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if requiredUnderlying Landlord’s consent would be required under the Underlying Lease) and supplying services requested by Sublessee or negate the requirement to Sublessee with respect to post the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance requisite security as set forth in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, first sentence of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofParagraph 11.

Alterations. Sublessee Except as otherwise provided in this Section, Tenant shall have the right to make no alterations, additions and additions, fixtures or improvements (collectively, hereinafter “Alterations”"ALTERATIONS") to the Premises or the Building without obtaining the prior written consent of Landlord, which consent may be granted or withheld in Landlord's sole and absolute discretion. In the PDA or Sublessorevent that any requested Alteration would result in a change from Landlord's building standard materials and specifications for the Project ("STANDARD IMPROVEMENTS"), provided that Landlord may withhold consent to such Alteration in its sole and absolute discretion. In the event Landlord so consents to a change from the Standard Improvements (isuch change being referred to as a "NON-STANDARD IMPROVEMENT"), Tenant shall be responsible for the cost of replacing such Non-Standard Improvement with the applicable Standard Improvement ("REPLACEMENTS") such Alterations do not materially adversely affect which Replacements shall be completed prior to the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration Expiration Date or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee Landlord shall not be obligated unreasonably withhold its consent to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part which cost less than One Dollar ($1.00) per square foot of the improved portions of the Premises (excluding warehouse square footage) and do not (i) affect the exterior of the Building or in connection with Sublessor’s Work and Sublessee’s initial occupancy outside areas (or be visible from adjoining sites), or (ii) affect or penetrate any of the structural portions of the Building, including, including but not limited to the roof, or (iii) require any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject change to the other provisions hereof related to Alterations. Any other Alterations shall require basic floor plan of the prior written consent of Sublessor andPremises (including, to the extent required under the Ground Leasewithout limitation, the PDA, which shall not be unreasonably withheld adding of any additional "office" square footage) or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent change to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration structural or earlier termination mechanical systems of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor or (iv) fail to abide by all reasonable procedures, rules and regulations comply with any applicable governmental requirements or require any governmental permit as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect prerequisite to the construction by Sublessee of thereof, or (v) result in the Premises requiring building services beyond the level normally provided to other tenants, or (vi) interfere in any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering manner with the employees of all contractors and subcontractorsproper functioning of, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided hereinLandlord's access to, any Alterations made by Sublesseemechanical, and any permanent fixtures installed as part thereof shall become electrical, plumbing or HVAC systems, facilities or equipment located in or serving the property Building, or (vii) diminish the value of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computersusing lesser quality materials than those existing in the Premises, refrigeratorsor (viii) alter or replace Standard Improvements. Landlord may impose any condition to its consent, freezersincluding but not limited to a requirement that the installation and/or removal of all Alterations and Replacements be covered by a lien and completion bond satisfactory to Landlord in its sole and absolute discretion and requirements as to the manner and time of performance of such work. Landlord shall in all events, whether or not Landlord's consent is required, have the right to approve the contractor performing the installation and removal of Alterations and Replacements and Tenant shall not permit any contractor not approved by Landlord to perform any work on the Premises or on the Building. Tenant shall obtain all required permits for the installation and removal of Alterations and Replacements and shall perform the installation and removal of Alterations and Replacements in compliance with all applicable laws, regulations and ordinances, including without limitation the Americans with Disabilities Act, all covenants, conditions and restrictions affecting the Project, and water processing systemsthe Rules and Regulations as described in Article XVII. Tenant understands and agrees that Landlord shall be entitled to a supervision fee in the amount of five percent (5%) of the cost of the Alterations. Under no circumstances shall Tenant make any Alterations or Replacements which incorporate any Hazardous Materials, including without limitation asbestos-containing construction materials into the Premises, the Building or the Common Area. If any governmental entity requires, as a condition to any proposed Alterations by Tenant, that improvements be made to the Common Areas, and if Landlord consents to such improvements to the Common Areas (which consent may be withheld in the sole and absolute discretion of Landlord), then Tenant shall, at Tenant's sole expense, make such required improvements to the Common Areas in such manner, utilizing such materials, and with such contractors, architects and engineers as Landlord may require in its sole and absolute discretion. Any request for Landlord's consent to any proposed Alterations shall be made in writing and shall contain architectural plans describing the work in detail reasonably satisfactory to Landlord. Landlord may elect to cause its architect to review Tenant's architectural plans, and the reasonable cost of that review shall be reimbursed by Tenant. Should the work proposed by Tenant and consented to by Landlord modify the basic floor plan of the Premises, then Tenant shall, at its expense, furnish Landlord with as-built drawings and CAD disks compatible with Landlord's systems and standards. Unless Landlord otherwise agrees in writing, all Alterations made or affixed to the Premises, the Building or to the Common Area (excluding moveable trade fixtures and furniture), including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), shall remain become the property of Sublessee Landlord and may shall be installed surrendered with the Premises at the end of the Term; except that Landlord may, by notice to Tenant given either prior to or removed by Sublessee at any time during the Lease Term or upon following the expiration or earlier termination thereofof this Lease, require Tenant to remove by the Expiration Date, or sooner termination date of this Lease, or within ten (10) days following notice to Tenant that such removal is required if notice is given following the Expiration Date or sooner termination, all or any of the Alterations installed either by Tenant or by Landlord at Tenant's request, including without limitation all Tenant Improvements constructed pursuant to the Work Letter (except as otherwise provided in the Work Letter), and to repair any damage to the Premises, the Building or the Common Area arising from that removal and restore the Premises to their condition prior to making such Alterations.

Alterations. Improvements Sublessee shall have the right to not make any alterations, additions and improvements (collectivelyimprovements, hereinafter “Alterations”) or modifications to the Subleased Premises without obtaining the express prior written consent of the PDA or Sublessor and of Master Lessor, which consent by Sublessor shall not be unreasonably withheld. Sublessee shall reimburse Master ▇▇▇▇▇▇ and Sublessor for all costs which Master ▇▇▇▇▇▇ and Sublessor may incur in connection with granting approval to Sublessee for any alterations and additions, including, without limitation. Master ▇▇▇▇▇▇'s and Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, 's reasonable attorneys' fees and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permitcosts. If applicable, Sublessee shall provide Master Lessor and Sublessor with “as a set of "as-built” plans detailing " drawings for any such Alterations at the completion thereof. As long as Sublessor has received at least work, together with copies of all permits obtained by Sublessee in connection with performing any such work, within fifteen (15) business days’ prior notice days after completing such work. Sublessor may impose as a condition of its consent to such Alterationsalterations, improvements, or modifications, such requirements as Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work may deem reasonable and Sublessee’s initial occupancy of the Buildingdesirable, including, but not limited to any datathe requirement that materialmen be approved by Sublessor and that Sublessee, telephone or telecommunications wiringand/or Sublessee's contractors) post a payment and/or completion bond to guarantee the performance of its construction obligations hereunder. In additionOn termination of this Sublease, Sublessee shall remove any or all of such improvements and restore the Subleased Premises (or any part thereof) to the same condition as of the Commencement Date of this Sublease, reasonable wear and tear excepted or as otherwise instructed in writing by either Sublessor or Master Lessor. Should Sublessee fail to remove such improvements and restore the Subleased Premises on termination of this Sublease unless instruction otherwise in writing as set forth above. Sublessor shall have the right to installdo so, at its sole cost and expensecharge Sublessee therefor, plus a backup generator for service charge often percent (10%) of the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee 9.01. Lessee shall have not make any structural changes to the right Demised Premises, without in each instance having first given to make alterationsthe Lessor 10 days’ prior written notice accompanied by plans and specifications for the work to be performed. A “structural change” shall be any alteration to the mechanical, additions electrical or heating and improvements ventilation, elevator or other systems serving the Demised Premises (collectively, hereinafter as such systems are defined in this Lease as the “Alterationssystems”) to or any change which affects the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems soundness of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency . Prior notice to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee Lessor shall not be obligated to do so. Notwithstanding anything herein required for a change or alteration which does not involve any structural change, or which involves minor alteration to the contrarymechanical, Sublessee electrical or heating and ventilation systems serving the Demised Premises. 9.02. Any change, alteration, demolition or new construction (in this Article 9 referred to as the “work” or collectively as “changes and alterations”) shall not be obligated to remove made in all cases only if Lessee observes the conditions described in this Article 9. A. No change or restore any Alterations made as part of or in connection alteration shall be undertaken until Lessee shall have obtained all approvals required by and complied with Sublessor’s Work and Sublessee’s initial occupancy all applicable provisions of the BuildingCondominium Declaration, includingand thereafter, but the work shall be performed in accordance with all applicable requirements of the Condominium Declaration. B. Any structural change shall be conducted under the supervision of a registered architect or professional engineer licensed in the State of New York, selected by Lessee. C. All changes and alterations shall be of such a kind that, when completed, the value and utility of the improvements constituting the Demised Premises shall be not limited to any data, telephone less than the value and utility of the improvements immediately before the change or telecommunications wiring. In addition, Sublessee shall have alteration; provided that change in use or a reconfiguration of the right to install, at its sole cost rooms in the Demised Premises which is done in compliance with Article 3 and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. Article 9 shall be deemed not to be a breach of this subparagraph. D. All work done in connection with any Alterations change or alteration shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease applicable building and zoning laws and with all laws, rulesordinances, orders orders, and regulations requirements of governmental all sovereign authorities having jurisdiction and the appropriate departments, commissions, boards, and officers thereof. Lessee shall not perform any work requiring authority unless and until a permit has been issued and a copy thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned provided to Lessor. The work of any change or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee alteration shall be responsible for and prosecuted with reasonable dispatch, unavoidable delays excepted. Lessee shall procure or cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry procured worker’s compensation insurance covering all persons employed in statutory amounts covering connection with the employees of work before any work is begun. Lessee shall maintain, at its sole expense and at all contractors and subcontractorstimes when any work is in progress, and comprehensive general liability and property damage insurance and completed operations coverage for the mutual benefit of Lessee and Lessor with such limits as Sublessor may require reasonably from time of not less than those required to time during the Base Term or Extension Term, if any, be carried pursuant to Article 11 of this Lease, taking into account the complexity and nature . E. In case of any work made necessary by or done in connection with a partial condemnation of the work and the amount of insurance customarily carried Demised Premises in eminent domain, Lessee may deposit with a bank or trust company or any Institutional Mortgagee including a Leasehold Mortgagee designated by contractors performing similar work and, if requested by SublessorLessee any condemnation proceeds, to deliver to Sublessor certificates be disbursed as the work of all such insurancerestoration of the Demised Premises progresses or upon completion thereof. Except In case of any work made necessary by or done in connection with an insured casualty loss, insurance proceeds shall be adjusted and disbursed as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination in Article 11 of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Notwithstanding the provisions of Article 9 of the Master Lease, any alteration, which requires Master Lessor's approval pursuant to the Master Lease, shall not be commenced by Sublessee unless and until such consent is obtained. At the time Sublessor and Master Lessor consent to any alteration, additions or improvements, Sublessor and Master Lessor shall inform Sublessee in writing whether Sublessee is responsible for the removal of such alterations and improvements at the expiration or earlier termination of the term of this Sublease, provided that Sublessee, in its request for consent to the alteration, addition, or improvement, has expressly requested that Sublessor and Master Lessor specify the nature and extent of any such removal obligation. If such notification is not made, Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee no responsibility to remove any such Alterations upon alteration or improvement at the expiration or earlier termination of this LeaseSublease. If Any alteration made by Sublessee shall become a part of the Sublease Premises, and at Sublessor's election (and to the extent required, the consent of the Master Lessor), shall be surrendered to Sublessor fails at the end of the Sublease term. Any alteration made by Sublessee shall, at Sublessor's election become Sublessor's property throughout the Sublease term except for any specialized improvements installed by Sublessee (which improvements shall be part of Sublessee's Equipment and Alterations, as defined in Exhibit B-2), which improvements shall remain the property of Sublessee and which improvements shall be . removed by Sublessee at the expiration or earlier termination hereof. In the event Sublessor is (or becomes) obligated under the Master Lease to give such notification to Sublessee within such periodremove any of Sublessee's alterations, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove same at Sublessee's sole cost and expense and to restore the Sublease Premises to its condition prior to the alteration but only to the extent required by Sublessor or restore Master Lessor in their written consent to any Alterations made as part of or in connection with Sublessor’s Work and such alteration. In the event that Sublessee removes any items it is permitted to remove under Exhibit B-2, Sublessee’s initial occupancy , subject to the provisions of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installsecond sentence of this section 8, at its sole cost and expense, a backup generator for shall restore the Building in a location Sublease Premises to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may its condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofalteration.

Alterations. Sublessee shall have the right to make no alterations, additions and or improvements (collectively, hereinafter “Alterations”) to the Premises (including, without limitation, roof and wall penetrations) or any part thereof without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andand Landlord in each instance. Such consent may be granted or withheld in Sublessor and/or Landlord's sole and absolute discretion. Sublessor and/or Landlord may impose as a condition to such consent such requirements as Sublessor and/or Landlord may deem necessary, in its sole and absolute discretion, including, without limitation that: (a) Sublessor and/or Landlord be furnished with working drawings before work commences; (b) performance and labor and material payment bonds inform and amount and issued by a company satisfactory to Sublessor and/or Landlord be furnished; (c) Sublessor and/or Landlord approve the contractor by whom the work is to be performed; (d) adequate course of construction and general liability insurance be in place and Sublessor and Landlord be named as additional insureds under the contractor's liability and property insurance policies; and (e) Sublessor's and Landlord's instructions relating to the extent required under manner in which the Ground Lease, work is to be performed and the PDA, times during which it is to be accomplished shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Leasecomplied with. All work done in connection with any Alterations shall such alterations, additions or improvements must be done performed in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with all laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated regulations, including, without limitation, the Americans with Disabilities Act of 1990, and diligently prosecuted to completion. Sublessee shall deliver to Sublessor and Landlord upon commencement of such work, a copy of the building permit with respect thereto, and a certificate of occupancy, if applicable, immediately upon completion of the work. Should Sublessee make any alterations without Sublessor's and/or Landlord's prior written consent, or without satisfaction of any of the conditions established by Sublessor and/or Landlord in conjunction with granting such consent, Sublessor and/or Landlord shall have the PDA right, in addition to and without limitation of any right or remedy Sublessor and/or Landlord may have under this Sublease, at law or in equity, to require Sublessee to remove all or some of the alterations, additions or improvements at Sublessee's sole cost and restore the Premises to the same condition as existed prior to undertaking the alterations, or if Sublessee shall fail to do so, Sublessor and/or Landlord may cause such removal or restoration to be performed at Sublessee's expense and the cost thereof shall be Additional Rent to be paid by Sublessee immediately upon demand. Sublessor and/or Landlord shall have the right to require Sublessee, at Sublessee's expense, to remove any and all alterations, additions or improvements and to restore the Premises to its prior condition upon the expiration or sooner termination of this Sublease. Sublessee shall notify Sublessor and/or Landlord in writing at least ten (10) days prior to the commencement of any such Alteration. All Alterations shall be performed work in such a manner as to maintain harmonious labor relations and not to damage or about the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsPremises, and comprehensive general liability insurance with such limits as Sublessor may require reasonably and/or Landlord shall have the right at any time and from time to time during to post and maintain notices of non-responsibility in or about the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofPremises.

Alterations. Sublessee Tenant shall have the right not make or cause to make be made any alterations, additions and or improvements (collectivelyor install or cause to be installed any fixtures, hereinafter “Alterations”) signs, floor coverings, interior or exterior lighting, plumbing fixtures, or shades or awnings, or make any other changes to the Leased Premises without first obtaining consent of the PDA or SublessorLandlord’s written approval, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) which approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do sounreasonably withheld. Notwithstanding anything herein Tenant shall present to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work Landlord plans and Sublessee’s initial occupancy of specifications for such work at the Building, including, but not limited to any data, telephone or telecommunications wiringtime approval is sought. In additionthe event Landlord consents to the making of any alterations, Sublessee additions, or improvements to the Leased Premises by Tenant, the same shall have the right to install, be made by Tenant at its Tenant’s sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance All such work with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent respect to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations alterations, additions, and changes shall be done in a good and workmanlike manner employing materials and diligently prosecuted to completion such that, except as absolutely necessary during the course of good quality and in compliance with Article 15 of such work, the Ground Lease and with lawsLeased Premises shall at all times be a complete operating unit. Any such alterations, rulesadditions, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee changes shall be responsible for performed and shall cause done strictly in accordance with all laws and ordinances relating thereto. In performing the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of work or any such Alteration. All Alterations alterations, additions, or changes, Tenant shall be have the same performed in such a manner as to maintain harmonious labor relations and not to damage obstruct access to any portion of the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees Any alterations, additions, or improvements to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to or of the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsLeased Premises, including, but not limited to, wall covering, fume hoods, darkroom, paneling, and comprehensive general liability insurance built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be surrendered with the Premises, unless Landlord and Tenant agree at any time that the specific improvement may be removed by Tenant at the end of the Term provided Tenant restores the premises to its original condition, wear and tear excepted. If there is an agreement to allow removal, such limits items which are the subject of agreement shall be listed on Exhibit F which agreement, as Sublessor may require reasonably be revised by the parties from time to time during the Base Term or Extension Termtime, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations shall be made by Sublessee, and any permanent fixtures installed as a part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or The parties have agreed as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.items listed on Exhibit G.

Alterations. Sublessee 7.1.1 Upon the Commencement Date, Subtenant shall have construct a new “building standard” entryway to the right Premises (the “TI Work”). Subtenant agrees to construct the TI Work and all other Alterations to the Premises in accordance with the provisions of this Article 7 and other applicable terms of this Sublease. Sublandlord shall provide Subtenant with a credit against its payments of Rent in the amount of all direct costs relating to the TI Work up to a maximum of Five Thousand Dollars ($5,000.00) (the “Maximum Amount”) upon receipt of appropriate invoices evidencing such costs and Subtenant shall be responsible for all such costs above the Maximum Amount. 7.1.2 Subtenant may not make any alterations, additions installations, and improvements to the Premises, including, without limitation, the TI Work and all other such alterations, installations and improvements (collectively, hereinafter “Alterations”) without first obtaining the prior consent of both Sublandlord and Prime Landlord. Sublandlord shall not be responsible for the failure or refusal of Prime Landlord to consent to such Alterations. Sublandlord hereby agrees that it shall not unreasonably withhold its consent to any Alterations approved by Prime Landlord. Any such approved Alterations shall be done at Subtenant’s sole expense in a good and workmanlike manner by a general contractor reasonably approved by Sublandlord and in compliance with all applicable laws and codes and the applicable requirements of the Prime Lease, as provided in Article V Section 4 thereof. Notwithstanding the foregoing paragraph or any other provision of this Sublease, Subtenant agrees that if it shall remove any or all of the pendant lighting within the Premises without obtaining consent as part of its TI Work or other Alterations, then it shall immediately deliver such pendant lighting to Landlord in the PDA or Sublessorcondition it is on the date hereof, provided that reasonable wear and tear excepted. 7.1.3 Prior to making any Alterations, Subtenant shall (i) submit to Sublandlord detailed construction plans and specifications (including layout, architectural, mechanical, electrical, plumbing, sprinkler and structural drawings) for each proposed Alteration and shall not commence any such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life Alteration without first obtaining Sublandlord’s and Prime Landlord’s approval of the structure or the systems of the Buildingsuch plans and specifications, (ii) such Alterations in each instance do not exceed $250,000at Subtenant’s expense, obtain all permits, approvals, inspections (to be performed by an engineer or general contractor approved by Sublandlord), sign-offs and certificates required by any governmental authorities, and (iii) furnish to Sublandlord duplicate original policies or certificates thereof of worker’s compensation (covering all persons to be employed by Subtenant, and Subtenant’s contractors and subcontractors in connection with such Alterations do not require Alteration) and commercial general liability (Aincluding property damage coverage) consent insurance in such form, with such companies, for such periods and in such amounts as Sublandlord may reasonably approve, naming Sublandlord and its agents, and any lessor and any mortgagee, as additional insureds, provided that, with respect to any agent, lessor and mortgagee, Subtenant has received notice thereof. Upon completion of the PDA under Article 15 such Alteration, Subtenant, at Subtenant’s expense, shall obtain certificates of the Ground Lease (applied as if Sublessee were final approval of such Alteration required by any governmental authority and shall furnish Sublandlord with copies thereof, together with the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as as-built” plans detailing and specifications (in CAD format or another format requested by Sublandlord) for such Alterations at and certificates that indicate compliance with flame and smoke spread criteria. All Alterations shall be made and performed in accordance with the completion thereofplans, and specifications therefor as approved by Sublandlord, and any reasonable rules and regulations that may be established by Sublandlord from time to time. As long All materials and equipment to be incorporated in the Premises as Sublessor has received at least fifteen (15) business days’ prior notice a result of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as or a part of thereof shall be first quality and no such materials or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited equipment shall be subject to any datalien, telephone encumbrance, chattel mortgage or telecommunications wiringtitle retention or security agreement. In addition, Sublessee no Alteration shall have the right be undertaken prior to install, at its sole cost and expense, a backup generator Subtenant’s delivering to Sublandlord such security for the Building in a location to completion of such Alteration as shall be reasonably determined satisfactory to Sublandlord or required by Sublessor and Sublessee, subject to any mortgagee or lessor. All Alterations requiring the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required Sublandlord shall be performed only under the Ground Lease, the PDAsupervision of an independent licensed architect retained and paid for by Subtenant and approved by Sublandlord, which approval shall not be unreasonably withheld withheld. 7.1.4 Sublandlord reserves the right to disapprove any plans and specifications in part, to reserve approval of items shown thereon pending its review and approval of other plans and specifications, and to condition its approval upon Subtenant making revisions to the plans and specifications or delayed subject supplying additional information. Any review or approval by Sublandlord of any plans and/or specifications with respect to any Alteration is solely for Sublandlord’s benefit, and without any representation or warranty whatsoever to Subtenant or any other person with respect to the adequacy, correctness, compliance with any laws, regulations or other requirements or efficiency thereof or otherwise. 7.1.5 Subtenant shall be permitted to perform Alterations during the hours of 8:00 A.M. to 6:00 P.M. on business days, provided that such work shall not interfere with, interrupt or disturb the operation and maintenance of the Building or unreasonably interfere with, interrupt or disturb the use and occupancy of the Building by other Subtenants in accordance with the Ground LeaseBuilding (in which case, upon Sublandlord’s request, Subtenant agrees to perform such work after 6 P.M. and before 8 A.M.) 7.1.6 Sublandlord may, by notice given not later than thirty (30) days prior to the Expiration Date, require Subtenant to remove any Alterations, and to repair and restore in a good and workerlike manner to good condition any damage to the Premises or the Building caused by such removal. Sublessor Notwithstanding the foregoing. Sublandlord agrees that it shall use commercially reasonable efforts advise Subtenant at such time that Subtenant requests Sublandlord’s consent to assist Sublessee any Alteration whether or not Subtenant shall be required to remove the same at the end of the term of this Sublease and if removal shall be so required, Sublandlord shall also advise Subtenant of the nature of the restoration which will be required as a result of such removal, provided that in obtaining any such request by Subtenant for Sublandlord’s consent to the applicable Alteration, Subtenant shall specifically request Sublandlord to advise Subtenant whether or not such Alteration must be removed prior to the expiration of the term of this Sublease and the extent of any restoration. 7.1.7 Subtenant agrees that it shall not perform any Alterations in a manner which would create any work stoppage, picketing, labor disruption, dispute or disharmony or any interference with the business of Sublandlord or any subtenant or occupant of the Building. Subtenant shall immediately stop work or other activity if Sublandlord notifies Subtenant that continuing such work or activity would violate Sublandlord’s union contracts with respect to the Building, or create any work stoppage, picketing, labor disruption, dispute or disharmony or any interference with the business of Sublandlord or any subtenant or occupant of the Building. Subtenant shall not, at any time prior to or during the Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any Alteration or otherwise, if such employment would interfere or cause any conflict with other contractors, mechanics or laborers engaged in the construction, maintenance or operation of the Building by Sublandlord. In the event of any such interference or conflict, Subtenant, upon demand of Sublandlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. 7.1.8 Any mechanic’s lien filed against the Premises or the Building for work claimed to have been done for, or materials claimed to have been furnished to, Subtenant shall be discharged by Subtenant within twenty (20) days after Subtenant shall have received notice thereof, at Subtenant’s expense, by payment or filing the bond required from by law. 7.1.9 Subtenant shall pay to Sublandlord on demand and as Additional Rent in connection with any Alteration, a fee equal to the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done Sublandlord in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, any fee charged by Prime Landlord in reviewing the plans and water processing systems, shall remain specifications for the property Alteration or inspecting the progress of Sublessee and may be installed or removed by Sublessee at any time during completion of the Lease Term or upon the expiration or earlier termination thereofsame.

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein make or cause, suffer or permit the making of any alteration, addition, change, replacement, installation or addition (collectively "Alterations") in or to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require Subleased Premises unless it obtains the prior written consent of Sublessor andin each instance (which may be withheld in its reasonable discretion), provides Sublessor with copies of all applicable plans and specifications and otherwise complies with the requirements under the Master Lease. By way of example and not limitation, all plans and specifications, general contractors and subcontractors, change orders, and as-built drawings shall be subject to Sublessor's prior review and approval before the commencement of any work incident thereto. Sublessor shall have no obligation whatsoever to make any repairs or Alterations to the extent required Subleased Premises, any systems serving the Subleased Premises or to any equipment, fixtures or furnishings in the Subleased Premises, or to restore the Subleased Premises in the event of a fire or other casualty therein, nor shall Sublessor be obligated to perform any obligations of Landlord under the Ground Master Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee such proposed Alterations on, among other things, the Sublessee's agreement to remove the same upon at the expiration or earlier termination of the Term Sublease Term, and to restore the Subleased Premises to the condition existing therein prior to the making of this Leasesuch Alterations. All work done in connection with In performing any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Subleased Premises, Sublessee shall be responsible for comply with the provisions of Exhibit B of the Master Lease and shall cause perform all the contractor construction obligations of Tenant pursuant thereto as if Sublessee were the Tenant under the Master Lease. Sublessor shall pay to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior Sublessee an "Improvement Allowance" equal to the commencement lesser of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage (a) the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket actual hard costs actually incurred by Sublessor Sublessee in connection with granting its consent performing Alterations to such Alterations the Subleased Premises, or (if requiredb) and supplying services requested $251,684.47. In the event the actual hard costs incurred by Sublessee in performing the Alterations are less than $251,684.00, then such difference is hereafter referred to Sublessee with respect to as the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor"Unused Allowance". Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the As a condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject precedent to Sublessee’s obligation 's right to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contraryreceive such Improvement Allowance, Sublessee shall have no obligation provide Sublessor with those four items set forth as (i) through (iv) of Section 12.1 of Exhibit B of the Master Lease. Sublessor shall, upon receipt and approval thereof, submit the same to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratoryLandlord, and warehouse useupon Sublessor's receipt of payment of its allowance from Landlord pursuant to said Section 12.1, including dataSublessor shall remit the Improvement Allowance to Sublessee. Sublessee acknowledges that the forgoing Improvement Allowance is a "one time only" benefit, telephone or telecommunications cabling and wiringmust be used, if at all, for the initial buildout and construction of the Subleased Premises. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by The Improvement Allowance shall not be available for any Alterations Sublessee may elect to perform in the Subleased Premises includingafter Sublessee's initial occupancy thereof. In the event, without limitationupon completion of the initial Alterations to the Subleased Premises, computersthere remains any Unused Allowance, refrigeratorsthen Sublessee shall be entitled to a credit against its Base Rent in an amount equal to the lesser of (i) $110,984.47, freezers, and water processing systems, or (ii) the Unused Allowance. Said Base Rent credit shall remain commence on the property first calendar month following Sublessee's submission of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon four items set forth as (i) through (iv) of Section 12.1 of Exhibit B of the expiration or earlier termination thereofMaster Lease.

Alterations. Sublessee Sub-Subtenant shall not make any Alteration (as defined in the Master Lease) to the Premises without the express prior written consent of Sub-Sublandlord, Master Sublease (to the extent Master Sublandlord’s consent is required under the Master Sublease) and of Master Landlord (to the extent Master Landlord’s consent is required under the Master Lease), which consent by Sub-Sublandlord shall not be unreasonably withheld. Sub-Subtenant shall reimburse Sub-Sublandlord for all costs which Sub-Sublandlord may incur in connection with reviewing Sub-Subtenant plans for such Alteration for any alterations and additions, including, without limitation, any costs charged by Master Sublandlord and/or Master. Sub-Subtenant shall comply with the terms of Section 12 of the Master Lease which regards to any such Alterations. On termination of this Sub-Sublease, if required by Master Landlord, Sub-Subtenant shall remove any or all of such Alterations and restore the Premises (or any part thereof) to the same condition as of the date Sub-Sublandlord provided Sub-Subtenant with access; provided however, if this Sub-Sublease terminates, for any reason, prior to the expiration of the Master Sublease, then Sub-Sublandlord shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) require Sub-Subtenant to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of remove such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee . Should Sub-Subtenant fail to remove such Alterations upon and restore the expiration or earlier Premises on termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSub-Sublease unless as otherwise set forth above, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee Sub-Sublandlord shall have the right to installdo so, at its sole cost and expensecharge Sub-Subtenant therefor, plus a backup generator for service charge of ten percent (10%) of the Building costs incurred by Sub-Sublandlord in a location addition to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred charged by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor Master Landlord and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofMaster Sublandlord.

Alterations. Sublessee shall have the right to not make alterationsany alteration, additions and improvements improvement, decoration, or installation, including wall hangings (collectively, hereinafter “called "Alterations”") in or to the Premises Premises, without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require obtaining the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDASublessor, which consent shall not be unreasonably withheld or delayed subject in the event that Landlord indicates to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts consent to assist the Alterations and provided further that no consent shall be required for Alterations that cost $50,000 or less and do not affect the structure or systems of the Building. If any Alterations that require Sublessor's consent are made without consent, without limiting or waiving other remedies available to it, Sublessor may remove the same, and may correct, repair and restore the Premises and any damage arising from such removal, and Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor shall be liable for any reasonable out-of-pocket and all costs or and expenses incurred by Sublessor in connection therewiththe performance of this work. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder Alterations existing on a requirement that Sublessee remove same the Premises upon expiration or earlier the termination of this Sublease which have been put in at the Term expense of this Lease. All work done in connection Sublessee shall remain upon and be surrendered with any Alterations shall be done in the Premises as a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction part thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall thereupon become the property of Sublessor without cost, charge or reimbursement to Sublessee; provided, however, that at the written request of Sublessee submitted to Sublessor at such time as Sublessee requests Sublessor's consent to any proposed Alterations, Sublessor shall, at the time it grants consent to any proposed Alterations, designate those proposed Alterations Sublessee shall be required to remove upon the expiration or other sooner termination of this LeaseSublease. All Alterations designated by Sublessor to be removed shall be removed by Sublessee, at Sublessee's sole cost and expense and the Sublease Premises shall be restored by Sublessee shall yield up to the Premises in same condition as existed prior to the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term date of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSublease.

Alterations. Sublessee Tenant shall have make no changes in or to the right Demised Premises which are of a structural nature or which affect the exterior of the Building without Landlord’s prior written consent, which consent may be granted or withheld in its sole discretion. Notwithstanding anything contained herein to make the contrary (but subject to the requirements set forth in Paragraph 3 of the printed form portion of this lease), Tenant may, upon prior written notice to, but without requiring the consent of, Landlord, perform non-structural and interior Alteration(s) (as hereinafter defined). Further supplementing Paragraph 3 of the printed form portion of this lease, with respect to any and all alterations, installations, additions and improvements (each, an “Alteration” and collectively, hereinafter “Alterations”) permitted by Landlord to be performed by or on behalf of Tenant in the Demised Premises (including, without limitation, those non-structural, interior Alterations which do not require Landlord’s prior consent), Tenant will deliver to Landlord certificates evidencing Worker’s Compensation Insurance and Contractor’s General Liability Insurance in the amount reasonably satisfactory to Landlord (but in no event less than the amounts set forth in paragraph 59 herein) prior to the Premises without obtaining commencement of such work. Any and all Alterations and any and all structures or fixtures, except those fixtures described on Exhibit “B” annexed hereto and made a part hereof and/or movable trade fixtures not attached to the realty, installed by or on behalf of Tenant shall be deemed attached to the freehold and automatically become the property of Landlord upon installation, unless Landlord shall elect, in writing, otherwise (such written notice to be delivered to Tenant with Landlord’s consent of the PDA or SublessorAlteration(s), provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearanceif consent is required, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least within fifteen (15) business days’ days after Tenant’s written notice to Landlord of the Alteration(s), if no consent is required). If Landlord elects to have Tenant remove same at the expiration of the term of this lease, Tenant shall, prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier sooner termination of the term of this Lease. If Sublessor fails to give lease, perform such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work removal and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installrepair, at its sole own cost and expense, a backup generator any damage to the Demised Premises caused by said removal. Notwithstanding the foregoing removal requirements, Landlord may, at its option, in lieu of requiring Tenant to perform such removal and restoration, invoice Tenant for the Building in a location to be reasonably determined by Sublessor good faith estimated cost for performing such work and SublesseeTenant shall pay such invoice, subject to as additional rent, within thirty (30) days of such invoice. Tenant shall not, without the other provisions hereof related to Alterations. Any other Alterations shall require the prior express written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, Landlord (which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed), enter upon the roof or attach or install anything thereon or make any Alterations thereto. If Sublessee employs outside contractors With respect to any mechanic’s lien for Alterations to the Premises, Sublessee shall be which Tenant is responsible for removing or bonding hereunder, Tenant shall reimburse Landlord for all costs and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually expenses incurred by Sublessor Landlord in connection with granting its consent to such Alterations therewith (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computersreasonable attorneys fees and disbursements of Landlord and any sums payable to Landlord’s lender in connection therewith). Supplementing Paragraph 30 of the printed form portion of this lease, refrigeratorsin the event Tenant makes any installations, freezerschanges, and water processing systemsmodifications or alterations to the sprinkler systems and/or sprinkler equipment serving the Demised Premises, same shall remain be subject to Landlord’s supervisory fee of 5% of the property of Sublessee and may cost thereof which shall be installed or removed by Sublessee payable, as additional rent, to Landlord (or, at any time during the Lease Term or upon the expiration or earlier termination thereofLandlord’s request, to Landlord’s construction affiliate).

Alterations. Sublessee 12.01 LESSEE shall not do or permit others under its control to do any work on the LEASED PREMISES related to any repair, rebuilding, alteration of or addition to the improvements constituting part of the LEASED PREMISES unless (1) LESSEE shall have first procured and paid for all requisite municipal and other governmental permits and authorizations and (2) except for alterations which cost less than S25,000 and do not affect the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent structure of the PDA or SublessorLEASED PREMISES, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the first procured LESSOR's prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which consent shall not be unreasonably withheld withheld. If LESSOR consents to the doing of any such work on the LEASED PREMISES, LESSOR shall join in the application of any such permit or delayed subject to authorization whenever required, but LESSEE shall indemnify and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required hold LESSOR harmless against and from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket all costs or and expenses which may be thereby incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this LeaseLESSOR. All such work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease all applicable building, zoning and with other laws, rulesordinances, orders governmental regulations and regulations of governmental authorities having jurisdiction thereof requirements and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to in accordance with the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable proceduresrequirements, rules and regulations as promulgated of all insurers under the policies required to be carried by Sublessor and/or the PDA in writing prior provisions of this LEASE. 12.02 If the LEASED PREMISES or any part thereof or LESSEE's interest therein shall at any time during the LEASE TERM become subject to any vendor's, mechanic's, laborer's, materialman's or other similar lien based upon furnishing of materials or labor to the commencement of any such Alteration. All Alterations shall be performed in such a manner as LEASED PREMISES or to maintain harmonious labor relations LESSEE and not contracted for by LESSOR, LESSEE shall cause the same to damage the Building. Sublessee shall indemnify be discharged at its sole cost and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration expense within thirty (30) calendar days after LESSEE shall have actual notice of Sublessor’s bill therefor. Sublessee the existence thereof, unless such lien and the claim occasioning it are contested or litigated in good faith by LESSEE and LESSEE shall cause each contractor performing first have posted a bond sufficient to insure that, upon final determination of the validity of such lien or claim, LESSEE shall then immediately pay any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of final judgment rendered against it, with all contractors related costs and subcontractorscharges, and comprehensive general liability insurance with shall have such limits as Sublessor may require reasonably lien or claim released without cost to LESSOR. 12.03 Nothing contained in this LEASE shall be construed to prohibit LESSOR from time making, and LESSOR shall be entitled to time during enter upon the Base Term LEASED PREMISES and make, any alterations of or Extension Term, if any, of this Lease, taking into account additions to the complexity and nature improvements that constitute part of the work and LEASED PREMISES, which alterations or additions seem desirable or necessary to LESSOR in its sole discretion, provided that no such alteration or addition, nor the amount making of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systemssame, shall remain materially interfere with LESSEE's use of the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofLEASED PREMISES.

Alterations. Sublessee Subtenant shall have the right to not make any alterations, additions and or improvements (collectively, hereinafter “Alterations”) to the Subleased Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and(i) Master Landlord, to which consent may be granted or withheld as set forth in the extent required under the Ground Master Lease, the PDAand (ii) Sublandlord, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayeddelayed if Master Landlord provides its consent. If Sublessee employs outside contractors for Notwithstanding the foregoing, Subtenant may make Notice Only Alterations to the Premises, Sublessee shall be responsible for Subleased Premises [***] in accordance with Section 12(a) of the Master Lease without the consent of Sublandlord; provided that Sublandlord may require Subtenant to remove such Notice Only Alterations at the expiration or early termination of the Sublease Term and shall cause restore the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior Subleased Premises to the commencement condition existing before such Notice Only Alterations by delivery of any written notice to Subtenant given within ten (10) business days after receipt of such Alterationnotice. All Alterations shall be performed in such a manner The foregoing notwithstanding, as to maintain harmonious labor relations any other alterations, additions or improvements desired to be undertaken by Subtenant, (A) Subtenant shall provide all documentation and not information required under the Master Lease with respect to damage such proposed alterations, additions or improvements and Sublandlord shall promptly submit such documentation and information to Master Landlord for its consent (if applicable) to such alterations, additions or improvements, and (B) upon receipt of all such documentation and information in compliance with the Building. Sublessee Master Lease, Sublandlord shall indemnify and hold Sublessor harmless from any damage caused by Sublesseerespond to Subtenant’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its requests for Sublandlord’s consent to such Alterations alterations, additions or improvements (if required) within fifteen (15) business days of receipt of such documentation and supplying services requested information. Sublandlord may require any Alterations (other than Sublandlord’s Work) be removed and restored at the expiration or early termination of the Sublease Term by Sublessee delivery of written notice to Sublessee Subtenant given at the time Sublandlord approves such Alteration (or, with respect to the construction by Sublessee Notice Only Alterations, within ten (10) business days after Sublandlord’s receipt of any Alteration within thirty (30notice therefor) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractorsIn addition, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time notwithstanding anything to time during the Base Term or Extension Term, if any, of this contrary set forth in the Master Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof in no event shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may Subtenant be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation required to remove or restore SublessorSublandlord’s Work, Work upon surrender of the Subleased Premises nor shall Subtenant be required to remove any ordinary and customary tenant alterations or improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed other than those made by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSubtenant.

Alterations. Sublessee shall have 12.01 Tenant may at any time and from time to time, so long as Tenant is not in default under this Lease beyond applicable notice and cure periods, at its expense and without Landlord’s consent, make additions, alterations or improvements in and to the right Premises in an amount not to make alterations, additions exceed One Hundred Thousand Dollars ($100,000) on any one occasion in a lien free basis and improvements with notice of such action to Landlord at least thirty (collectively, 30) days prior to commencing such activity (hereinafter collectively referred to as “Alterations”) ), provided that the fair market value of the Premises shall not be diminished thereby. Additions, alterations or improvements to the Premises without obtaining consent of the PDA or Sublessor, provided that in amounts exceeding One Hundred Thousand Dollars (i$100,000) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain on any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor one occasion shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with SublessorLandlord’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which consent shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee Landlord shall have no obligation right, except upon the request of or express prior written approval by Tenant (which approval may be withheld in Tenant’s sole discretion), to construct additions, alterations or improvements on the Premises. Upon expiration or earlier termination of the Term, Tenant shall not be required to remove or restore Sublessor’s Workany Alterations, provided that Tenant shall be entitled to remove any ordinary Alterations if Tenant restores the Premises to its condition prior to such Alterations. 12.02 Tenant shall cause any Alterations performed by it to be performed in a good and customary tenant improvements or Alterations that are typical workmanlike manner, using materials and equipment at least equal in quality and class to the existing components of the Building. Tenant shall obtain all necessary permits and certificates for general office, manufacturing, R&D/laboratoryfinal governmental approval of the Alterations. Tenant shall be solely responsible for obtaining a certificate of occupancy for all Alterations, and warehouse useshall observe and comply with all applicable provisions of the laws granting construction liens for persons providing goods or services for the improvement of real estate. 12.03 Tenant shall defend, including dataindemnify and hold harmless Landlord against, telephone and at Tenant’s expense, shall procure the satisfaction or telecommunications cabling discharge of record of any construction liens resulting from Alterations contracted for by Tenant within sixty (60) days after the filing thereof; or in lieu thereof, Tenant may procure (for Landlord’s benefit) a bond or other protection against any such lien or encumbrance. If and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the event Landlord reasonably determines that any such lien if left undischarged would place Landlord’s interest in the Premises includingunreasonably at risk, without limitationor cause a material default under Landlord’s mortgage of the Premises, computersthen upon not less than ten (10) days notice to Tenant, refrigeratorsLandlord may itself bond off such lien and invoice the cost of such bond to Tenant, freezers, and water processing systems, shall remain payable as Additional Rent with the property next installment of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofminimum annual rent falling due.

Alterations. Sublessee shall have Absent Landlord’s written consent, Tenant may make no alterations to the right to Office. With Landlord’s written consent, Tenant, at Tenant’s sole cost and expense, may make alterations, additions in stallations and improvements (collectively, hereinafter the “Alterations”) to the Premises without obtaining consent Off ice provided they are non- structural in nature, whi ch do not effect the S ervices, utilities or ot her operations or services of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, Premises and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work which are done by contractors and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable outsub-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor▇▇▇▇▇ ord in e very instance. Before making Alterations, which approval will not Tenant shall obtain all p ermits, approvals, certificates required by an y and all m unicipal authorities or other agencies having jurisdiction of the Premises and the Alterations and upon receiving same, Tenant shall deliver duplicate or certified copies to Landl ord of each and every one. ▇▇▇▇ nt shall carry and cause to be unreasonably withheldcarried by each contractor and sub-contractor, conditioned workmen’s compensation, general liability, personal and property damage insurance, in such amounts as L andlord requires, naming Landlord as in sured and Te nant shall deliver evidence of such insurance to Landlord prior to Tenant’s commencing the Alteratio ns. Should a mechanic’s lien be filed against the Office and/or Premises, for work done or delayed. If Sublessee employs outside contractors claimed to have been done or materials supplied for Alterations T enant or to the PremisesOffice, Sublessee T enant shall pay or cause to be responsible for and shall cause paid or file a bond in the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or amount stated in the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublesseemechanic’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration lien within thirty (30) days of Sublessorsaid filing at Tenant’s bill thereforsole cost and expense. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees Any installa tion of all contractors and subcontractorsmaterials, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work fixtures and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof li ke shall become the property of Sublessor Landl ord upon such installation and shall remain in th e Office upon ▇▇▇▇▇▇’s surrender of same. However, Landlord may relinquish such righ t of ownership to the installations by giving Tenant thirty (30) days written notice prior to the Termination Date of such relinquishment of ownership, in which event, they shall become Tenant’s and must be removed upon the expiration or other sooner termination Termination Date. Nothi ng herein is meant to give Landlord any ownership rights in a nd to ▇▇▇▇ nt’s trade fixtures, office furniture a nd equipment which can be easily moved. Upon the T ermination Date and surre nder of this Lease. Sublessee possession of the Office, ▇▇▇▇ nt shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of all personal property and installations to which Landlord’s ownership interest has been relinquished and Tenant shall immediately restore and re pair the Office to that condition existing on the Commencement Date. Any and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee property of Tenant re maining in the Premises including, without limitation, computers, refrigerators, freezers, Office afte r the Termination Date shall be deemed abandoned by ▇▇▇▇▇▇ and water processing systems, shall remain the Landlord may either retain su ch abandoned property of Sublessee and or may be installed or removed by Sublessee rem ove such abandoned property at any time during the Lease Term or upon the expiration or earlier termination thereof.Ten ant’s expense

Alterations. Sublessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “a) Knicks Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that . (i) such Alterations do not materially adversely affect During the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000Term, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency subject to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein existing union jurisdictional arrangement relating to the contraryArena, Sublessee shall not be obligated the Knicks may make non-structural alterations to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and SublesseeTeam Areas, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDALicensor’s approval thereof, which approval shall not be unreasonably withheld withheld, conditioned or delayed subject (it being understood that Licensor may deny its approval if such alterations would reasonably be expected to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done adversely impact in a good and workmanlike manner employing materials material way Licensor or any third party who regularly uses the space (e.g. the Rangers)). Licensor shall reimburse the Knicks for the cost of good quality and such alterations to the extent necessary to comply with its obligations under this Agreement, provided that any such cost must be preapproved in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and writing by contractors approved by SublessorLicensor, which approval will shall not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors To the extent those alterations are not necessary for Alterations Licensor to comply with its obligations under this Agreement, those alterations shall be made at the Knicks’ sole cost and expense. (ii) During the Term, the Knicks may also request that Licensor make alterations to the PremisesTeam Areas or Common Areas. Licensor shall make those alterations to the extent necessary to comply with its obligations under this Agreement, Sublessee at Licensor’s sole cost and expense. To the extent those alterations are not necessary for Licensor to comply with its obligations under this Agreement, those alterations shall be responsible for subject to the approval of Licensor, such approval not to be unreasonably withheld, conditioned or delayed, and shall cause be made at the contractor to abide by all reasonable procedures, rules Knicks’ sole cost and regulations as promulgated by Sublessor and/or the PDA in writing prior expense (subject to the commencement Knicks’ approval of Licensor’s plans and costs); it being understood that Licensor may deny its approval if such alterations would reasonably be expected to adversely impact in a material way Licensor or any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage third party who regularly uses the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations space (if required) and supplying services requested by Sublessee to Sublessee with respect to e.g. the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this LeaseRangers). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee Tenant shall have the right to not make any alterations, additions and or improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computersthe installation of satellite dishes, refrigeratorsantennae or similar equipment (each, freezersan “Alteration” and collectively, the “Alterations”) without the prior written consent of Landlord, which Landlord’s consent shall not be unreasonably withheld or conditioned, and water processing systemsin compliance with Landlord’s reasonable requests regarding any installation required, except for the installation of unattached, movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises. Landlord shall respond to Tenant within thirty (30) days following receipt of Tenant’s request for approval of a proposed Alteration; it being further agreed that, solely with respect to any Separately Insurable Alteration (defined below), if Landlord does not so respond within such 30 day period and continues to fail to respond within fifteen (15) days following Landlord’s receipt of Tenant’s written notice of such failure, Landlord shall be deemed to have approved the Separately Insurable Alteration in question. Any Alteration (other than a Cosmetic Alteration [defined below]) that is (i) solely an improvement or betterment to the Property (as opposed to a replacement or repair of any existing portion of the Property), (ii) capable of being insured separately from the balance of the Building and (iii) not integral to the Building or Property such that the Building or Property could operate as a full architectural unit and in substantially similar condition as it exists as of the Commencement Date without the same, shall remain hereinafter be a “Separately Insurable Alteration”. For purposes of clarification, to the extent they comply with the provisions set forth above and may be covered by the improvements and betterments insurance coverage maintained by Tenant, fixtures and other items or Alterations which may attach to the Property shall be considered Separately Insurable Alterations. In no event will Tenant be permitted to attach to the outside walls of the Premises or Building any awnings or other projections, except any signage expressly approved under this Lease. However, consent shall not be required for any Alterations that satisfy all of the following criteria (a “Cosmetic Alteration”): (1) is of a cosmetic nature such as painting, wallpapering, hanging pictures and installing carpeting; (2) is not visible from the exterior of the Premises or Building; (3) will not materially adversely affect the systems or structure of the Building; and (4) does not require work to be performed inside the walls or above the ceiling of the Premises. However, even though consent is not required, the performance of Cosmetic Alterations shall be subject to all the other provisions of this Article 8. Tenant shall furnish complete plans and specifications to Landlord for its approval at the time it requests Landlord’s consent to any Alterations if the desired Alterations: (i) will affect the Building Systems or Building Structure; or (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; or (iii) will cost in excess of Fifty Thousand Dollars ($50,000.00). Prior to commencement of any Alterations Tenant shall deliver to Landlord any building permit required by applicable Laws and a copy of the executed construction contract(s). Except with respect to the Alterations Tenant intends to perform in connection with its initial occupancy of the Premises (for which no fees shall be payable), Tenant shall reimburse Landlord within thirty (30) days after the rendition of a ▇▇▇▇ for all of Landlord’s actual out-of-pocket costs incurred in connection with any Alterations, including all engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant’s plans and specifications and for the monitoring of construction of the Alterations. If Landlord consents to the 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 Landlord. Tenant shall require its contractor to maintain insurance in such amounts and in such form as detailed in paragraphs (b) and (e) on Exhibit H attached hereto. 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 Premises, as applicable, in order to comply with any applicable Laws, which alterations would not otherwise not need to be made but for such Alterations by Tenant, then Tenant shall reimburse Landlord upon demand for all costs and expenses incurred by Landlord in making such alterations and/or improvements. Subject to the provisions of Article 18 of this Lease, any Alterations made by Tenant shall become the property of Sublessee Landlord upon installation and may shall remain on and be installed or removed by Sublessee at any time during surrendered with the Lease Term or Premises upon the expiration or earlier sooner termination thereofof this Lease, except Tenant shall upon demand by Landlord, at Tenant’s sole cost and expense, remove all or any portion of any Alterations made by Tenant which are designated by Landlord to be removed and repair and restore the Premises in a good and workmanlike manner to their original condition, reasonable wear and tear excepted. Notwithstanding the foregoing, Tenant, at the time it requests approval for any Alterations or at any time thereafter, may request in writing that Landlord advise Tenant whether the Alterations or any portion of the Alterations must be removed upon the expiration or sooner termination of this Lease. Within fifteen (15) days after receipt of Tenant’s request, Landlord shall advise Tenant in writing as to which portions of the Alterations, if any, will be required to be removed. If Tenant sends such request to both Landlord and Landlord’s Mortgagee and if Landlord thereafter fails to so advise Tenant and continues to fail to advise Tenant within five (5) days after receipt by Landlord and Landlord’s Mortgagee of Tenant’s notice of such failure, Landlord will be deemed to have determined that the Alterations need not be removed upon the expiration or sooner termination of this Lease.

Alterations. Sublessee (a) Subtenant shall not make any alteration, improvement, decoration, or installation (collectively, “Alterations”) in or to the Subleased Premises, without in each instance obtaining the prior written consent of Overlandlord and Sublandlord (which consent of Sublandlord may be withheld or conditioned on the conditions applicable to Overlandlord’s approval of Alterations under the ▇▇▇▇▇▇▇▇▇). If any Alterations are made by Subtenant without complying with the terms of the ▇▇▇▇▇▇▇▇▇ and this Sublease, or without obtaining the prior written consent of Overlandlord and Sublandlord, Overlandlord or Sublandlord may remove same, and may repair and restore the Subleased Premises and any damage arising from such removal, and Subtenant shall be liable for any and all costs and expenses incurred by Overlandlord or Sublandlord in the performance of such work. In no event shall Subtenant make any Alterations in or to the Subleased Premises if to do so would constitute a default under the ▇▇▇▇▇▇▇▇▇. Notwithstanding anything contained herein to the contrary, Alterations shall not include Subleased Premises Work and Subleased Premises Work shall not have to be removed by Subtenant at the expiration or earlier termination of this Sublease, unless the terms of the ▇▇▇▇▇▇▇▇▇ or Overlandlord’s consent to such Subleased Premises Work require (or permit Overlandlord to require), upon the expiration or earlier termination of the ▇▇▇▇▇▇▇▇▇ or this Sublease, removal of such Subleased Premises Work. (b) If any Alterations are consented to by Overlandlord and Sublandlord, Subtenant may have such Alterations performed in a good and workerlike manner by contractors and at Subtenant’s sole cost and expense, provided that Subtenant has obtained written approval of the contractor from Overlandlord and Sublandlord. Without limiting any other requirements and conditions which may be imposed by Overlandlord and Sublandlord, such contractor shall be properly licensed, and have a financial condition, experience and past job performance satisfactory to Overlandlord and Sublandlord each in their sole discretion. The design of and plans for all Alterations undertaken by Subtenant shall also be subject to prior written approval of Overlandlord and Sublandlord in accordance with the standards set forth in the ▇▇▇▇▇▇▇▇▇ and any additional reasonable standards of Sublandlord and such Alterations shall not be commenced until such approvals are obtained. If any Alterations are consented to by Overlandlord and Sublandlord, Subtenant shall comply with all applicable provisions of the ▇▇▇▇▇▇▇▇▇ with respect to the performance of such Alterations. With reasonable notice to Subtenant, Overlandlord and Sublandlord shall at all times have the right to make alterationsinspect the work performed by any contractor selected by Subtenant during normal business hours. In connection with any Alterations, additions Subtenant shall obtain lien waivers from any contractor or other party entitled to protection under the mechanics’ lien laws of Massachusetts with each payment made by Subtenant to such contractors or third parties and improvements (collectivelyprovide copies of the same to Sublandlord. Furthermore, hereinafter “Alterations”) Sublandlord may condition its consent to any Alterations that cost in excess of $100,000 on Subtenant furnishing a ▇▇▇▇ ▇▇▇▇ or other security satisfactory to Sublandlord prior to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice commencement of such Alterations. (c) Upon the expiration or earlier termination of this Sublease, Sublessor Subtenant shall notify Sublessee within surrender the Subleased Premises, together with all Alterations and other improvements (including, without limitation, plumbing, lighting, electrical, HVAC, telecommunications, unless Sublandlord otherwise directs), and other items used in the operation of the Subleased Premises), subject only to reasonable wear and tear and to damage, if any, by fire or other casualty. AH Alterations in or upon the Subleased Premises made by Subtenant shall become part of and remain in the Subleased Premises upon such period whether Sublessor shall require Sublessee expiration or termination without compensation, allowance or credit to remove such Alterations Subtenant; provided, however, that upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSublease, Sublessee shall not be obligated to do so. Notwithstanding anything herein (i) in the event Subtenant makes Alterations in or to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or Subleased Premises in connection with Sublessor’s Work and Sublessee’s initial occupancy violation of the Buildingprovisions set forth in this Section 9, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have (ii) if the right to install, at its sole cost and expense, a backup generator for terms of the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld ▇▇▇▇▇▇▇▇▇ or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its Overlandlord’s consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove Alterations or the Subleased Premises Work require (or permit Overlandlord to require and Sublandlord elects to require the removal of such Alterations by notice to Subtenant given in the same manner by which Overlandlord is required to provide notice of such required removal), upon the expiration or earlier termination of the Term ▇▇▇▇▇▇▇▇▇ or this Sublease, removal of this Leasesuch Alterations, the Subleased Premises Work or any portion(s) thereof, and/or the restoration of the Subleased Premises by reason of the installation or removal of such Alterations, Subleased Premises Work or any portion(s) thereof, Subtenant shall remove said Alterations and/or Subleased Premises Work and thereafter repair all damage resulting from such removal and restore the Subleased Premises to the condition as of the date possession was delivered to Subtenant (or such other condition as required by the ▇▇▇▇▇▇▇▇▇ or Overlandlord’s consent, if applicable). All work done If Subtenant fails or refuses to remove such Alterations and/or Subleased Premises Work or fails to repair and restore the Subleased Premises, Overlandlord or Sublandlord may cause the same to be removed, and repairs and restoration to be made, in connection which event Subtenant shall reimburse to the party who caused said Alterations and/or Subleased Premises Work to be removed and repairs made, the cost of such removal, repairs and restoration, together with any and all damages which Overlandlord or Sublandlord may suffer and sustain by reason of Subtenant’s failure or refusal to remove said Alterations and/or Subleased Premises Work. Subtenant shall be done in a good surrender to Sublandlord all keys and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, combinations to locks which approval will not be unreasonably withheld, conditioned or delayedSubtenant is permitted to leave. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities Sublease (or breach any portion thereof) expires at or about the date of its repair and maintenance obligationsthe expiration of the ▇▇▇▇▇▇▇▇▇ (or any portion thereof), and damage by fire if Sublandlord is required under or other casualty and governmental taking excepted (but in any event, subject pursuant to Sublessee’s obligation the terms of the ▇▇▇▇▇▇▇▇▇ to remove any Alterations and/or Subleased Premises Work, Subtenant shall permit Sublandlord to enter the Subleased Premises for a reasonable period of time prior to the expiration of this Sublease for the purpose of removing its Alterations and/or Subleased Premises Work and restoring the Subleased Premises as required. The obligations of Subtenant as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee paragraph shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon survive the expiration or earlier termination thereofof this Sublease.

Alterations. Sublessee shall have 9.1 Not to demolish the right to Premises or make alterations, additions and improvements (collectively, hereinafter “Alterations”) any alteration addition or improvement to the Premises without obtaining consent or any building whether structural or otherwise except as expressly permitted under paragraph 9.2 or 9.3 9.2 The Tenant may carry out alterations additions or improvements to the Premises where: 9.2.1 the Tenant has submitted to the Landlord detailed plans and specifications showing the works and 9.2.2 the Tenant has given to the Landlord such covenants relating to the carrying out of the PDA or Sublessor, works as the Landlord may reasonably require and 9.2.3 the Tenant has if reasonably so required by the Landlord provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of Landlord with suitable security which will allow the structure or Landlord to carry out and complete the systems of works if the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor Tenant fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein so and 9.2.4 the Tenant has obtained Consent to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, works (which shall not be unreasonably withheld or delayed subject to and in accordance withheld) 9.3 If the Tenant is a provider of services within Disability Discrimination ▇▇▇ ▇▇▇▇ it may with the Ground Lease. Sublessor agrees that it Consent (which shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned ) carry out alterations additions or delayed. If Sublessee employs outside contractors for Alterations improvements to the Premises, Sublessee Premises which are necessary in order to comply with Section 27 of Disability Discrimination ▇▇▇ ▇▇▇▇ and any Consent may be made subject to conditions which it is reasonable to impose 10 Signs 10.1 Not to fix or display in or on the Premises any Sign without first obtaining Consent 10.2 The Landlord shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior not unreasonably withhold Consent under paragraph 10.1 to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage Tenant placing at the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect entrances to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering Premises a non-illuminated non-moving sign specifying the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature name of the work Tenant or any permitted undertenant or occupier and the amount business carried on at the Premises 11 Dealings with the Premises 11.1 The Tenant shall not assign underlet charge or part with or hold the Premises on trust for any other person SUBJECT to the permitted use of insurance customarily carried by contractors performing similar work and, the Premises which is acknowledged 12.1 The Tenant shall comply with all Legal Obligations 12.2 Where the Tenant receives from an Authority any formal notice relating to the Premises (whether or not the notice is of a Legal Obligation) it shall immediately send a copy to the Landlord and if requested by Sublessor, to deliver to Sublessor certificates the Landlord make or join in making such objections representations or appeals in respect of all such insurance. Except it as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they Landlord may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted reasonably require (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease except those which are to the contrary, Sublessee shall have no obligation to remove detriment of the business of the Tenant or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles permitted occupier of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.Premises)

Alterations. Sublessee A. Subtenant shall have not make any alterations in or additions to the right to make alterations, additions and improvements Premises (collectively, hereinafter “Alterations”) if to do so would constitute a default under the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Prime Lease. If Sublessor fails to give such notification to Sublessee within such periodSubtenant’s proposed Alterations would not constitute a default under the Prime Lease, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with SublessorSublandlord’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andthereto shall nonetheless be required, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its but Sublandlord’s consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any such Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayedand if Sublandlord consents thereto, Sublandlord shall use reasonable efforts to obtain the consent of Prime Landlord, if such consent is required under the Prime Lease. If Sublessee employs outside contractors for Alterations by Subtenant are permitted or consented to as aforesaid, Subtenant shall comply with all of the covenants of Sublandlord contained in the Prime Lease pertaining to the Premisesperformance of such Alterations. In addition, Sublessee Subtenant shall be responsible for indemnify, defend and shall cause hold harmless Sublandlord against liability, loss, cost, damage, liens and expense imposed on Sublandlord arising out of the contractor to abide performance of Alterations by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA Subtenant. B. Notwithstanding anything in writing prior this Section 16 to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations contrary, if (i) either Sublandlord or Prime Landlord does not approve or reject Subtenant’s plans and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublesseespecifications for Tenant’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration Work within thirty (30) days after submittal thereof to such parties, or (ii) Subtenant is unable to secure all required licenses, permits and approvals from applicable governmental authorities necessary for it to perform Tenant’s Work and operate its business in the Premises (collectively, the “Required Approvals”) within one (1) year from the date Subtenant submits complete applications for each of Sublessorthe Required Approvals and despite Subtenant’s bill therefor. Sublessee shall cause good faith and diligent efforts to secure each contractor performing any Alteration on its behalf of the Required Approvals, then Subtenant may terminate this Sublease upon written notice to carry workerSublandlord. C. Sublandlord hereby grants to Subtenant all of Sublandlord’s compensation insurance in statutory amounts covering rights under Section 11(B) of the employees Prime Lease pertaining to signage, subject to the terms of the Prime Lease and the consent of Prime Landlord. D. Sublandlord hereby grants to Subtenant all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during of Sublandlord’s rights under the Base Term or Extension TermPrime Lease, if any, of this Lease, taking into account the complexity pertaining to roof access and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any eventcable, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this terms of the Prime Lease to and the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles consent of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofPrime Landlord.

Alterations. Sublessee Tenant shall have make no changes in or to the right Demised Premises which are of a structural nature or which affect the exterior of the Building without Landlord’s prior written consent, which consent may be granted or withheld in its sole discretion. Notwithstanding anything contained herein to make the contrary (but subject to the requirements set forth in Paragraph 3 of the printed form portion of this lease), Tenant may, upon prior written notice to, but without requiring the consent of, Landlord, perform non-structural and interior Alteration(s) (as hereinafter defined). Further supplementing Paragraph 3 of the printed form portion of this lease, with respect to any and all alterations, installations, additions and improvements (each, an “Alteration” and collectively, hereinafter “Alterations”) permitted by Landlord to be performed by or on behalf of Tenant in the Demised Premises (including, without obtaining consent of the PDA or Sublessorlimitation, provided that (i) such those non-structural, interior Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations which do not require Landlord’s prior consent), Tenant will deliver to Landlord certificates evidencing Worker’s Compensation Insurance and Contractor’s General Liability Insurance in the amount reasonably satisfactory to Landlord (Abut in no event less than the amounts set forth in paragraph 59 herein) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of such work. Any and all Alterations and any such Alteration. All Alterations and all structures or fixtures, except those fixtures described on Exhibit “B” annexed hereto and made a part hereof and/or movable trade fixtures not attached to the realty, installed by or on behalf of Tenant shall be performed deemed attached to the freehold and automatically become the property of Landlord upon installation, unless Landlord shall elect, in writing, otherwise (such a manner as written notice to maintain harmonious labor relations be delivered to Tenant with Landlord’s consent of the Alteration(s), if consent is required, or within fifteen (15) days after Tenant’s written notice to Landlord of the Alteration(s), if no consent is required). If Landlord elects to have Tenant remove same at the expiration of the term of this lease, Tenant shall, prior to the expiration or sooner termination of the term of this lease, perform such removal and not to damage the Building. Sublessee shall indemnify repair, at its own cost and hold Sublessor harmless from expense, any damage to the Demised Premises caused by Sublessee’s contractorssaid removal. Sublessee agrees In no event shall Tenant be required to remove any structures or fixtures installed as part of the Initial Interior Work. Notwithstanding the foregoing removal requirements, Landlord may, at its option, in lieu of requiring Tenant to perform such removal and restoration, invoice Tenant for the good faith estimated cost for performing such work and Tenant shall pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration invoice, as additional rent, within thirty (30) days of Sublessorsuch invoice. With respect to any mechanic’s bill therefor. Sublessee lien for which Tenant is responsible for removing or bonding hereunder, Tenant shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance reimburse Landlord for all costs and expenses incurred by Landlord in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted connection therewith (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computersreasonable attorneys fees and disbursements of Landlord and any sums payable to Landlord’s lender in connection therewith). Supplementing Paragraph 30 of the printed form portion of this lease, refrigeratorsin the event Tenant makes any installations, freezerschanges, and water processing systemsmodifications or alterations to the sprinkler systems and/or sprinkler equipment serving the Demised Premises, same shall remain be subject to Landlord’s supervisory fee of 5% of the property of Sublessee and may cost thereof which shall be installed or removed by Sublessee payable, as additional rent, to Landlord (or, at any time during the Lease Term or upon the expiration or earlier termination thereofLandlord’s request, to Landlord’s construction affiliate).

Alterations. Sublessee A. Subtenant shall have the right to not make alterations, any alterations in or additions and improvements (collectively, hereinafter “Alterations”) to the Premises ("Alterations") without obtaining the prior written consent of Sublandlord and Prime Landlord (if required). As used herein, the PDA or Sublessorterm "Alterations" shall include the initial work to be performed by Subtenant to prepare the Premises for the conduct of Subtenant's business. If Sublandlord consents to any proposed Alteration, provided that (i) such Alterations do not materially adversely affect Sublandlord shall request the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of Prime Landlord, if such consent is required under the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Prime Lease. If Sublessor fails Alterations by Subtenant are consented to give such notification to Sublessee within such periodas aforesaid, Sublessee Subtenant shall not be obligated to do so. Notwithstanding anything herein comply with all of the covenants of Sublandlord contained in the Prime Lease pertaining to the contrary, Sublessee shall not be obligated to remove or restore any performance of such Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building(which covenant, including, but not limited to without limitation, any datainsurance obligations, telephone or telecommunications wiringshall be for the benefit of both Sublandlord and Prime Landlord). In addition, Sublessee Subtenant shall have indemnify, defend and hold harmless Sublandlord and Prime Landlord against liability, loss, cost, damage, liens and expense imposed on Sublandlord or Prime Landlord arising out of the right performance of Alterations by Subtenant, including, without limitation, the removal of the Alterations as contemplated pursuant to installSection 17 hereof. B. Without limiting the generality of the foregoing, Subtenant shall perform all Alterations (i) at its Subtenant's sole cost and expense, a backup generator for the Building in a location to be reasonably determined (ii) using contractors, mechanics or any other professionals that have been approved by Sublessor Sublandlord and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAPrime Landlord, which approval shall not be unreasonably withheld or delayed subject to and by Sublandlord, (iii) in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred plans and specifications approved by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done Sublandlord and Prime Landlord, and (iv) in a good and workmanlike manner employing materials of good quality and so as to comply with all zoning, building, fire, health, safety and other codes, ordinances, laws and regulations relating to such construction including, but not limited to, certificate of occupancy, permit and Americans with Disabilities Act requirements. All such work shall be subject to the supervision and review of Sublandlord and its employees and agents. Subtenant shall be required to pay any supervisory or other fee payable to Prime Landlord with respect to the applicable work. Any work requiring access to, or going through, any space other than the Premises must receive the written approval of both Sublandlord and Prime Landlord. C. Sublandlord may impose reasonable guidelines as may be necessary to protect its occupancy, security and operational requirements, including placing reasonable restrictions on times when any work may be performed in compliance order to prevent undue interference with Article 15 the rights, business operations and access to the Building (including parking and common areas) and the respective premises of all other occupants of the Ground Lease Building. In constructing and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned completing any work in or delayed. If Sublessee employs outside contractors for Alterations to about the Premises, Sublessee Subtenant (its employees, agents and contractors) shall be responsible for do so in a manner so as to prevent undue intrusion and shall cause noise to Sublandlord or other tenants in the contractor to abide by all reasonable procedures, rules Building. As a condition of its approval and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed work, Sublandlord may require that Subtenant post a completion bond or security deposit in such a manner as an amount reasonably required by Sublandlord to maintain harmonious labor relations and not to damage cover the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee cost of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofproposed work.

Alterations. Sublessee Subject to obtaining all applicable governmental permits and approvals, and the consents of Master Sublandlord and Master Landlord, Subtenant shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to installright, at its Subtenant's sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject upgrade to the other provisions hereof related to Alterations. Any other Alterations shall require primary building lobby and an upgrade the prior written consent of Sublessor and, first floor "break area" by constructing a kitchen according to the extent required under preliminary plans attached hereto as Exhibit F (the Ground Lease"Initial Alterations"). Prior to beginning the Initial Alterations, the PDASubtenant shall submit detailed, which final plans to Sublandlord for Sublandlord's review and approval. Sublandlord's approval of such plans shall not be unreasonably withheld or delayed subject to withheld, and in accordance with the Ground Lease. Sublessor agrees that it if Sublandlord consents thereto, Sublandlord shall use commercially reasonable efforts to assist Sublessee in obtaining any obtain the consent required from of Master Sublandlord and Master Landlord. If the PDA relating Initial Alterations by Subtenant are permitted or consented to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination aforesaid, Subtenant shall comply with all of the Term covenants of this 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 foregoing, Subtenant shall not make 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. All work done in connection with any Alterations Subtenant shall be done in a good and workmanlike manner employing materials make no other alterations or improvements to the Sublease Premises ("Alterations") without the prior written approval of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by SublessorSublandlord, which approval will shall not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee delayed (and shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations delivered or withheld within fifteen (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (3015) days of Sublessor’s bill after request therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors), and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, approval of this Lease, taking into account the complexity Master Landlord and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofMaster Sublandlord.

Alterations. Sublessee Subtenant shall have the right to not make any structural or material non-structural alterations, additions and improvements improvements, additions, installations, or changes of any nature in or to the Premises (collectivelyany of the preceding, hereinafter “Alterations”) to the Premises without obtaining consent of the PDA or Sublessor, provided that unless (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the BuildingSubtenant first obtains Sublessor’s written consent, (ii) such Alterations in each instance do not exceed $250,000Subtenant complies with all conditions which may be imposed by Sublessor, including without limitation Sublessor’s selection of specific contractors or construction techniques, and (iii) such Alterations do not require (A) consent Subtenant pays to Sublessor the reasonable costs and expenses of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building Sublessor for architectural, engineering, or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not consultants which reasonably may be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewithdetermining whether to approve any such Alterations. Sublessor may condition its consent At least 30 days prior to making any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations Alterations, Subtenant shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by submit to Sublessor, which approval will not be unreasonably withheldin written form, conditioned or delayedproposed detailed plans for such Alterations. If Sublessee employs outside contractors for Alterations to the PremisesSubtenant shall, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any Alterations, at Subtenant’s sole cost, (i) acquire (and deliver to Sublessor a copy of) all necessary permits from appropriate governmental agencies to make such AlterationAlterations (any conditions of which permits Subtenant shall comply with, at Subtenant’s sole cost, in a prompt and expeditious manner), (ii) obtain and deliver to Sublessor (unless this condition is waived in writing by Sublessor) a lien and completion bond in an amount equal to one hundred fifty percent (150%) of the estimated cost of the proposed Alterations, to insure Sublessor against any liability for mechanics’ liens and to insure completion of the work, (iii) provide Sublessor with 10 days’ prior written notice of the date the installation of the Alterations is to commence, so that Sublessor can post and record an appropriate notice of non-responsibility, and (iv) obtain (and deliver to Sublessor proof of) reasonably adequate workers compensation insurance with respect to any of Subtenant’s employees installing or involved with such Alterations (which insurance Subtenant shall maintain in force until completion of the Alterations). All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall upon installation become the property of Sublessor upon and shall remain on and be surrendered with the expiration Premises on the Expiration Date, except that Sublessor may, at its election, require Subtenant to remove any or other sooner all of the Alterations, by so notifying Subtenant in writing on or before the Expiration Date, in which event, Subtenant shall, at its sole cost, on or before the Expiration Date or earlier termination of this Lease. Sublessee shall yield up Sublease, repair and restore the Premises to the condition of the Premises prior to the installation of the Alterations which are to be removed. Subtenant shall pay all costs for Alterations and other construction done or caused to be done by Subtenant and Subtenant shall keep the Premises free and clear of all mechanics’ and materialmen’s lien’s resulting from or relating to any Alterations or other construction. Subtenant may, at its election, contest the correctness or validity of any such lien provided that (a) immediately on demand by Sublessor, Subtenant procures and records a lien release bond, issued by a corporation reasonably satisfactory to Sublessor and authorized to issue surety bonds in the condition state in which the Premises were are located, in on an amount equal to one hundred fifty percent (150%) of the Rent Commencement Date amount of the claim of lien, which bond meets the requirements of California Civil Code Section 3143 or as they may be placed during the Term of this Leaseany successor statute, reasonable wear and tear(b) Sublessor may, damage caused by at its election, require Subtenant to pay Sublessor’s activities or breach of its repair reasonable attorneys’ fees and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but costs in any event, subject to Sublessee’s obligation to remove Alterations as provided participating in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofsuch an action.

Alterations. 9.1 Sublessee shall have the right not make, nor shall Sublessee permit anyone to make alterationsmake, additions and improvements (collectively, hereinafter “Alterations”) any Structural Improvements or Non-Structural Improvements to the Subleased Premises without first (a) submitting copies of all plans, drawings and specifications for all such proposed Structural Improvements and Non-Structural Improvements to Sublessor (with respect to Non-Structural Improvements, only if required to be submitted to the Landlord under the terms of the Prime Lease), (b) with respect to Structural Improvements only, obtaining the prior written consent of the PDA or Sublessor, provided that (i) such Alterations do which consent shall not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000be unreasonably withheld, and (iiic) such Alterations do not require (A) obtaining the written consent of Landlord for all such Structural Improvements and Non-Structural Improvements to the PDA extent such consent is required under the Prime Lease. Sublessor shall submit to Landlord a request by Sublessee for consent to a Structural or Non-Structural Improvement made in accordance with this Article 15 9 if such consent is required under the Prime Lease. All permitted Structural Improvements and Non-Structural Improvements to the Subleased Premises shall be made by Sublessee in accordance with the terms of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicablePrime Lease, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion including, without limitation, Article IX thereof. As long as Sublessor shall submit to the Landlord on behalf of Sublessee a request prepared by Sublessee in compliance with such Article to make a Structural Improvement consented to by Sublessor or a Non-Structural Improvement, but Sublessee understands and agrees that Sublessor has received at least fifteen (15) business days’ prior notice no further obligation with respect to such Structural Improvement or Non-Structural Improvement or request for Landlord's consent to same and any such Structural Improvement or Non-Structural Improvement is subject to the terms of such Alterations, the Prime Lease and any other conditions imposed by the Landlord under the terms of the Prime Lease. Sublessor shall notify have no obligation or liability whatsoever to Sublessee within for the Landlord's refusal or failure to consent to such period whether a Structural Improvement or Non-Structural Improvement. 9.2 Sublessor shall require hereby consents to the plans and specifications for the Subleased Premises contained in Exhibit D annexed hereto and Sublessee agrees to remove such Alterations from the Subleased Premises those Structural Improvements and Non-Structural Improvements contained in said plans which are listed on Schedule A thereto upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofSublease.

Alterations. Sublessee shall have the right to make A. Any alterations, installations, improvements, additions and improvements or other physical changes (collectivelyother than decorations) in, hereinafter “to, or about the Sublet Premises (as the case may be, 'Alterations”’) must be made in accordance with the provisions of the Prime Lease. In each instance where, pursuant to the Premises without obtaining Prime Lease, the prior written consent of Prime Landlord shall be required in connection with any Alteration proposed to be made by First Union in, to or about the PDA or SublessorSublet Premises, provided that (i) such the prior written consent of First Albany shall be required as well. B. First Union shall indemnify, defend and hold harmless First Albany against liability, loss, cost, damage, lien and/or expense imposed on First Albany arising out of the performance of any Alterations do not materially adversely affect the soundnessby First Union in, structural integrity, exterior appearanceto, or useful life of about the structure or Sublet Premises. ▇. ▇▇ the systems of the Building, event that First Albany shall so request in writing not later than thirty (ii30) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon days after the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodthe Term, Sublessee shall not be obligated to do so. Notwithstanding anything herein First Union shall, subject to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy applicable provisions of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, Prime Lease and at its First Union's sole cost and expense, remove those Alterations, theretofore made by First Union in, to, or upon the Sublet Premises, specified in First Albany's request, as well as repair and restore the Sublet Premises with respect thereto. Provided that First Albany shall make such a backup generator for request more than ninety (90) days prior to the Building in a location expiration or termination of the Term, First Union shall cause such work to be reasonably determined by Sublessor and Sublessee, subject completed not later than such expiration or termination date. ▇. ▇▇ the event that the Prime Lease shall be terminated prior to the other Sublease Expiration Date by reason of any default by First Albany under the Prime Lease, and either: (i) First Union shall be required, pursuant to the provisions hereof related of clause (iii) of Paragraph 7A of the Consent to Alterations. Any other Alterations shall require the prior written consent of Sublessor andSublease, to restore the extent required under Sublet Premises to Building standard condition; or (ii) First Union shall be required, pursuant to the Ground Leaseprovisions of clause (iii) of Paragraph 7B of the Consent to Sublease, to reimburse Prime Landlord for any of the PDAcosts therein set forth, which shall not be unreasonably withheld or delayed subject to then, and in accordance with either such event, First Albany shall reimburse First Union for all of the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or and expenses incurred by Sublessor First Union in connection therewithorder to comply with such obligation under the Consent to Sublease. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations Such reimbursement shall be done in made promptly after First Albany's receipt of a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessorwritten demand from First Union therefor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee demand shall be responsible for delivered to First Albany together with paid bills and shall cause the contractor to abide by all invoices evidencing, or other reasonable proceduresevidence of, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofso reimbursed.

Alterations. Sublessee Lessee shall have the right to make alterations, additions and improvements (collectively, hereinafter “Alterations”) no changes in or to the Premises of any nature without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with SublessorLessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDAconsent, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations Lessee shall conduct all alterations and improvements in a merchantable manner, subject to the Premisesprior written consent of Lessor. Any Lessee alterations, Sublessee additions or improvements shall only be permitted, if at all, where such improvements are non-structural and which do not affect utility services or plumbing and electrical lines, in or to the interior of the Premises by using contractors or mechanics first approved by Lessor which consent shall not be unreasonably withheld. All alterations shall be responsible for performed subject to Addendum “D”. All fixtures and all paneling, partitions, railing and like installations, installed in the Premises at any time, either by Lessee or by Lessor on Lessee’s behalf, shall, upon installation, become the property of Lessor and shall cause remain upon and be surrendered with the contractor Premises unless Lessor by notice to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing Lessee no later than sixty (60) days prior to the commencement date fixed as the termination of any such Alteration. All Alterations this Lease, elects to relinquish Lessor’s right hereto and to have them removed by Lessee, in which event, the same shall be performed in such a manner as to maintain harmonious labor relations and not to damage removed from the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused Premises by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect Lessee prior to the construction by Sublessee expiration of any Alteration within thirty (30) days the lease at Lessee’s expense unless said fixtures were installed pursuant to Addendum “B” of Sublessorthis Lease. Nothing in this article shall be construed to give Lessor title to or to prevent Lessee’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably removal from time to time during of trade fixtures, moveable office furniture and equipment, but upon removal of any such items from the Base Term Premises or Extension Termupon removal of other installations as may be required by Lessor, if anyLessee shall immediately and at its expense, of this Lease, taking into account repair and restore any damage occasioned by such removal. All property permitted or required to be removed by Lessee at the complexity and nature end of the work term remaining in the Premises after Lessee’s removal shall be deemed abandoned and may, at the amount election of insurance customarily carried Lessor, either be retained as Lessor’s property or may be removed from the Premises by contractors performing similar work andLessor at Lessee’s expense. Lessee shall, if requested before making any alterations, additions, installations or improvements, at its expense, obtain all permits, approvals and certificates required by Sublessor, to any government or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall deliver to Sublessor certificates promptly duplicates of all such insurance. Except as otherwise provided hereinpermits, any Alterations made by Sublesseeapprovals and certificates to Lessor and Lessee agrees to carry and will use Lessee’s contractors and sub-contractors to carry such workers compensation, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Leasegeneral liability, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and damage insurance as Lessor may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofreasonably require.

Alterations. Sublessee A. In connection with this Sublease, Landlord and Tenant hereby acknowledge and agree that Prime Landlord will be making Alterations (as defined in Section 14.B) to the interior of the Building in order to separate the Premises from the other portions of the Building. A description of such Alterations (the “Separation Work”) is included in Exhibit C (Work Letter) to the Prime Lease, which has been reviewed and approved by both parties. The parties agree that Tenant shall not be responsible for any costs or expenses associated with the Separation Work. The parties further agree that Landlord shall have no obligation to perform any of the right Separation Work and Landlord shall not be liable to Tenant for any loss or damage resulting from Prime Landlord’s failure to complete the Separation Work on or before the Target Commencement Date. Upon the expiration or earlier termination of this Sublease, Tenant shall be required to surrender the Premises in accordance with Section 15, below, but shall not be obligated to remove the Separation Work, notwithstanding anything to the contrary contained in this Sublease or the Prime Lease. B. Tenant shall not at any time during the Sublease Term make any alterations, additions and or improvements to the Premises (collectively, hereinafter “Alterations”) ), including minor, non-structural alterations such as painting, re-carpeting and the like, without the prior written consent of Landlord, which may be granted or withheld in its sole discretion. Notwithstanding the foregoing sentence, Tenant shall be permitted to perform “touch-up” painting to the Premises without obtaining consent from time to time, provided Tenant gives Landlord prior notice (which may include email or telephonic notice), and provided further that any “touch up” painting uses the same color or colors as exist in the Premises as of the PDA or Sublessordate hereof. If Landlord consents to any proposed Alterations, provided that (i) Landlord shall notify Tenant at the time of its consent whether such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency need to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations be removed upon the expiration or earlier termination of this LeaseSublease. If Sublessor Landlord fails to give so notify Tenant, then Landlord shall be deemed to have waived its right to require such notification to Sublessee within such periodremoval, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee and Tenant shall not be obligated to remove or restore any such Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject notwithstanding anything to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided contrary contained in this Sublease or the Prime Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee shall have the right to not make any alterations, additions installations, and improvements (collectively, hereinafter “Alterations”) to the Premises without first obtaining the prior consent of the PDA or Sublessorboth Sublessor and Prime Lessor, provided that (i) and any such Alterations do not materially adversely affect the soundnessapproved alterations, structural integrity, exterior appearance, or useful life installations and improvements shall comply with Section 7.5 of the structure Prime Lease, and Sublessee shall be obligated to comply with the terms and provisions of Section 7.5 as required by “Tenant” thereunder. Sublessor shall not be responsible for the failure or refusal of Prime Lessor to consent to such improvements but will use diligent and reasonable efforts to obtain such consent (which such diligent and reasonable efforts shall be limited to notifying Prime Lessor in writing of such request and cooperating with Sublessee and Prime Lessor in obtaining such consent). Any such approved alterations, additions or improvements shall be done at Sublessee’s sole expense in a good and workmanlike manner and in compliance with all applicable laws and codes and the systems applicable requirements of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent Prime Lease. At the time of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) its approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterationsalterations, Sublessor shall notify Sublessee within such period whether Sublessor if Sublessee shall require Sublessee be required to remove such Alterations the same upon the expiration or earlier termination of the Sublease Term; provided; however, that if neither Sublessor nor Prime Lessor notifies Sublessee otherwise at the time of such approval, such alterations shall become the property of Prime Lessor and remain upon and be surrendered with the Premises. Notwithstanding the exclusion of Section 5.4 of the Prime Lease from this Lease. If Sublessor fails Sublease pursuant to give such notification to Sublessee within such periodSection 2.2.2(ii) above, Sublessee shall not be obligated to do so. Notwithstanding anything herein make any installations or alterations to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy roof of the BuildingBuilding without complying with the terms and provisions of Section 5.4 and Section 7.4(b) of the Prime Lease, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject addition to the other terms and provisions hereof related to Alterationsof this Section 7.1. Any other Alterations shall require Upon the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the PremisesSublease Term, Sublessee shall not be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation required to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee located in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain as of the property of Sublessee and may Commencement Date. Sublessor has approved in concept the planned alterations to be installed or removed performed by Sublessee at any time during (attached hereto as Exhibit E), specifically including the Lease Term or upon addition of four (4) fume hoods; provided that Sublessor will have the expiration or earlier termination thereofright to review and approve the detailed drawings for such alterations and such alterations will be subject to the approval of Prime Lessor.

Alterations. Sublessee Subtenant shall have not make or cause or permit the right to make alterationsmaking of, additions and improvements (collectivelyany alteration, hereinafter “Alterations”) addition, change, replacement, installation or addition in or to the Subleased Premises without obtaining the prior written consent of the PDA Sublandlord (which shall not be unreasonably withheld or Sublessor, provided that (idelayed) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations and Prime Landlord thereto in each instance do not exceed $250,000instance. Any permitted changes shall be made only in compliance with the Prime Lease. If, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such periodSublease, Sublessee shall Subtenant and Prime Landlord have not be obligated to do so. Notwithstanding anything herein to executed and delivered the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Direct Lease, Subtenant shall surrender the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Subleased Premises in the condition existing as of the Premises were in on the Rent Sublease Commencement Date or as they may be placed during the Term of this LeaseDate, reasonable wear and tear, damage caused by Sublessor’s activities or breach acts of its repair God, casualty and maintenance obligationscondemnation excepted, and damage otherwise in accordance with the provisions of Section 8(c) of the Prime Lease. In the event that Subtenant and Prime Landlord have not executed and delivered the Prime Lease and Subtenant fails to restore the Subleased Premises as required by fire or other casualty and governmental taking excepted the immediately preceding sentence, Sublandlord, upon three (but in any event3) days’ written notice to Subtenant, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property may perform such restoration and all business or trade fixturescosts incurred by Sublandlord shall be reimbursed to Sublandlord by Subtenant, machinery and equipment and furniture owned or installed by Sublessee in as additional rent, not later than twenty (20) days after receipt of Sublandlord’s written demand therefor. The provisions of this Paragraph shall survive the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration Sublease Expiration Date or earlier termination thereofof this Sublease. Unless Subtenant and Prime Landlord have executed and delivered the Direct Lease, in no event shall Subtenant be obligated to remove any alterations, additions or improvements installed in the Subleased Premises by Sublandlord or any predecessor-in-interest prior to the earlier of the Delivery Date or the Sublease Commencement Date.

Alterations. Sublessee Without first obtaining the written consent of Landlord, which shall have not be unreasonably withheld, conditioned or delayed, Tenant shall not make or cause to be made to the right to make alterationsPremises any addition, additions and improvements renovation, alteration, reconstruction or change (collectively, hereinafter “Alterations”"ALTERATIONS") (a) involving structural changes or additions, or (b) subject to Section 7.2 above, to the exterior of the East Tower; provided, however, that all Alterations (including, without limitation, build-out of office or lab space) may be made without Landlord's consent if any Alterations project costs less than Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate for that particular project; and provided, further, in no event may Landlord withhold consent to avoid payment of costs of Unrelated Alterations for which Landlord is responsible pursuant to Section 7.4(a) above. In any event, any Alterations performed by Tenant shall be made in accordance with Applicable Laws, and where the cost thereof exceeds $50,000 in the aggregate (including any Alterations already in progress for which Tenant has not provided Landlord with notice), Tenant shall notify Landlord five (5) days prior to constructing any Alterations in order to afford Landlord the opportunity to post a notice of non-responsibility. If Landlord's consent is required, then Tenant shall submit to Landlord reasonably detailed plans and specifications for all proposed Alterations when requesting Landlord's consent therefor. Tenant shall only be obligated to remove or restore Alterations made to the Premises without obtaining by Tenant if Landlord, at the time Landlord grants its consent therefor, states in writing that they must be removed or restored upon expiration or earlier termination of this Lease. In no event shall Tenant be required to remove Unrelated Alterations. Subject to the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life provisions of the structure or the systems of the BuildingSection 19.16, (iia) for Alterations for which Landlord's consent is not required by the terms of this Lease, Tenant shall not be required to remove or restore such Alterations in each instance do not exceed $250,000Alterations, and (iiib) such Tenant may, at its option, remove or restore any Alterations do not require (Aincluding Unrelated Alterations paid for by Tenant) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) at any time on or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon before the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee The term "IMPROVEMENTS" as used herein shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to include all Alterations. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this Lease. All work done in connection with any Alterations shall be done in a good and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereof.

Alterations. Sublessee Lessee shall not make any structural or exterior alterations to the Premises without Lessor's written consent, which consent shall not be unreasonably withheld. Lessee at its cost shall have the right to make alterationsmake, additions and improvements (collectivelywithout Lessor's consent, hereinafter “Alterations”) non-structural alterations to the Premises without obtaining consent interior of the PDA or SublessorPremises that Lessee requires in order to conduct its business therein. In making any alterations having a value greater than one thousand ($1,000.00) dollars that Lessee has the right to make, provided that (i) such Alterations do not materially adversely affect Lessee shall comply with the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee following: A. The alterations shall not be obligated commenced until seven (7) days after Lessor has received notice from Lessee stating the date the alterations are to do so. Notwithstanding anything herein to the contrarycommence. B. The alterations shall be in conformance with all applicable local agency permits, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, including but not limited to State or Federal laws and regulations and all required local building and/or fire Marshall permits. Lessee will procure all permits at Lessee's ▇▇▇▇▇▇▇. C. The performed in a manner that will not interfere with the quiet enjoyment of the other Lessees in the building in which the Premises are located. At the option of Lessor, Lessee shall have the obligation to remove from the Premises immediately before the expiration of the Term, alterations Lessee has made to the Premises. Lessee will be responsible for any datadamage to the premises as a result of the removal of any alterations. Any alterations that Lessor does not require Lessee to remove shall become the property of Lessor. All tenant improvements installed in Lessee's space prior to the original occupancy date shall remain as the Lessor's property, telephone and shall not be removed by Lessee. The Lessee shall not cause any mechanic's liens (excepting those arising by operation of law securing the payment of monies not yet due and payable) to be filed against the premises subject to this Lease, and Lessee shall indemnify, hold harmless, and commit not waste upon or telecommunications wiring. In additionto the Premises subject to this Lease, Sublessee and upon expiration of this Lease, the Lessee shall surrender to Lessor the Premises subject to this Lease in the same order and condition in which Lessee received the Premises, the effects of ordinary wear and tear, Acts of God, casualty, insurrection, riot, public disorder, disrepair occasioned by Lessor's failure to perform under section 5.01, or permanent alterations, additions, and improvements made by Lessee excepted. SECTION 12.01 - SIGNS: Lessee, at its cost, shall have the right to installplace, at construct, and maintain an exterior sign on the east entrance of the leased premises advertising its sole cost business. Lessor shall have the right to approve such signs, and expenseany sign that Lessee has the right to place, a backup generator for the Building in a location to be reasonably determined by Sublessor construct, and Sublessee, subject to the other provisions hereof related to Alterationsmaintain shall comply with all applicable laws. Any other Alterations shall require the prior written consent of Sublessor and, to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier Upon termination of the Term of this Lease. All work done in connection with tenancy herein created, Lessee shall remove any Alterations shall be done in a good sign so placed and workmanlike manner employing materials of good quality and in compliance with Article 15 of the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned repair any damage or delayed. If Sublessee employs outside contractors for Alterations injury to the Premises, Sublessee shall be responsible for and shall cause the contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA in writing prior to the commencement of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage Premises caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature of the work and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublessee, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up the Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofthereby.

Alterations. Sublessee (a) Subtenant shall have not make or cause, suffer or permit the right to make alterationsmaking of any non-structural alteration, additions and improvements (collectivelyaddition, hereinafter “Alterations”) change, replacement, installation or addition in or to the Subleased Premises other than moving furniture and installing other furniture, furnishings and trade fixtures which are not affixed to the Subleased Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor Sublandlord in each instance and, if required pursuant to the extent required under the Ground Lease▇▇▇▇▇▇▇▇▇, the PDA, which consent of the Overlandlord. Such consent by Sublandlord shall not be unreasonably withheld withheld, conditioned or delayed subject delayed. Subtenant shall not make or cause, suffer or permit the making of any structural alteration, addition, change, replacement, installation or addition in or to the Subleased Premises at any time without the prior written consent of the Overlandlord and Sublandlord in each instance (which consent from Sublandlord shall be at its sole discretion). Provided Sublandlord shall have provided its consent to such alterations, Sublandlord shall use reasonable efforts to obtain the consent of the Overlandlord, if required, as determined by Sublandlord, at Subtenant's sole reasonable cost and expense. Any such alteration, change, replacement, installation or addition shall be made only in strict accordance with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination terms, conditions and provisions of the Term ▇▇▇▇▇▇▇▇▇ and the following: (i) Sublandlord's review and reasonable approval of the plans and specifications therefor, (ii) Subtenant's compliance with the other provisions of this Lease. All work done in connection with any Alterations shall be done in a good Section 19 and workmanlike manner employing materials of good quality and in compliance with Article 15 those provisions of the Ground Lease ▇▇▇▇▇▇▇▇▇ which are incorporated herein and applicable to such an alteration or which arc otherwise applicable to such alteration, (iii) such alterations being constructed consistent with lawsthe Building standard utilizing finishes and materials substantially similar to those existing in the Subleased Premises as of the date hereof, rules, orders and regulations (iv) Sublandlord's approval of governmental authorities having jurisdiction thereof and by contractors approved by SublessorSubtenant's contractor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside it being agreed that the list of contractors for Alterations attached hereto as Exhibit F is hereby approved by Sublandlord subject to the PremisesSublandlord's right and privilege to rescind such approval for one or more of the contractors on such list in Sublandlord's reasonable discretion from time to time, Sublessee provided that the Sublandlord shall not be entitled to rescind the approval of a contractor during a project once the Subtenant shall have selected such contractor for such project although after the Initial Alterations, it shall be responsible the obligation of Subtenant to inquire of Sublandlord whether approval of any of the contractors on Exhibit F, or any contractors subsequently approved by Sublandlord, shall have been rescinded before Subtenant shall have selected a contractor for performing any alterations; Subtenant acknowledges that the approval by Sublandlord of any such contractor shall not (a) be a representation or warranty of the quality of the work of such contractor either to date or in connection with work being undertaken by Subtenant or of the reliability of such contractor, (b) preclude Sublandlord from rejecting any work performed by them which does not conform with the requirements of this Agreement or (c) otherwise excuse the Subtenant from performing the Initial Alterations or any subsequent alterations in accordance with the standards and requirements contained in this Agreement; (v) the restriction that all alterations shall cause comply strictly with the contractor to abide by all reasonable procedures, limitations and rules and regulations as promulgated imposed by Sublessor and/or virtue of the PDA in writing prior fact that the Building is entitled to the commencement historic preservation tax credits, and (vi) reimbursement to Sublandlord of any such Alteration. All Alterations shall be performed in such a manner as to maintain harmonious labor relations its reasonable and not to damage the Building. Sublessee shall indemnify and hold Sublessor harmless from any damage caused by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable actual out-of-pocket costs actually incurred and expenses in the event the Sublandlord determines in its commercially reasonable judgment that Subtenant's plans and specifications for such alteration or its applications for permits ought to be reviewed by Sublessor in connection with granting its consent outside professionals. In no event shall the Subtenant be entitled to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to tint the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature windows of the work and the amount of insurance customarily carried by contractors performing similar work andSubleased Premises. Any such alteration, if requested by Sublessoraddition, to deliver to Sublessor certificates of all such insurance. Except as otherwise provided hereinchange, any Alterations made by Sublesseereplacement, and any permanent fixtures installed as part thereof shall installation or addition shall, upon installation, become the property of Sublessor upon Sublandlord and shall be surrendered with the expiration or other sooner termination of this Lease. Sublessee shall yield up the Subleased Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Lease, reasonable wear and tear, damage caused by Sublessor’s activities or breach of its repair and maintenance obligations, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee shall have no obligation to remove or restore Sublessor’s Work, any ordinary and customary tenant improvements or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone or telecommunications cabling and wiring. All articles of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofof this Sublease, unless Sublandlord shall notify Subtenant to remove same; provided that Subtenant shall not be obligated to remove alterations done to the Building standard utilizing finishes and materials substantially similar to those existing in the Subleased Premises as of the date hereof, and with regard to those alterations which are not standard, Sublandlord must notify Subtenant as of the time of Sublandlord's consent whether the same must be removed at the end of the Term or the earlier termination of this Sublease; provided, further, that Subtenant shall have the right to remove its movable furniture, fixtures, furnishings and equipment (excluding, however, all furniture, fixtures, furnishings and equipment and other personal property delivered with possession upon the Commencement Date) upon the expiration or earlier termination of this Sublease. Sublandlord shall not charge to Subtenant a supervisory fee associated with Subtenant's current or future alterations. Notwithstanding the foregoing, no consent shall be required for decorative alterations in the nature of painting, wallcoverings or carpeting or for nonstructural alterations which (x) do not cost more than $5,000 in the aggregate during any six (6) month period and (y) do not involve any electrical, mechanical, heating, ventilation, air conditioning, life safety or plumbing elements of the Subleased Premises or the Building. (b) Provided the requested alteration (including the Initial Alterations), addition, change, replacement, or installation is non-structural in nature and does not materially impact the Building systems, the failure of Sublandlord to reply to a request under Subsection 19(a) within twenty (20) days of Sublandlord's receipt of a written request hereunder (and seven [7] days on a resubmission of plans after Sublandlord shall have first responded thereto) shall be deemed Sublandlord's consent to such alteration, addition, change, replacement, or installation provided that Subtenant shall receive no response within three (3) Business Days of Sublandlord's receipt of a second notice notifying Sublandlord that it has failed to timely respond within the initial twenty (20) day period (or seven [7] days on a resubmission), and making specific reference to. this Subsection and the fact that Sublandlord's failure to respond within such three (3) Business Day period shall be deemed consent hereunder. Further, if after receipt of a request hereunder, Sublandlord shall make a reasonable request for additional relevant information, or proof or information that is otherwise required to be provided pursuant to the terms of this Section, but was not provided in full, such initial twenty (20) day period shall not be deemed to run until such additional information has been received by Sublandlord. (c) Subject to the terms of this Section 19 and the other provisions of this Sublease, Subtenant agrees that it shall undertake and complete a first-class build out of the Subleased Premises. Attached hereto as Exhibit E is a schematic space plan that is acceptable to Sublandlord, provided that the approval of such schematic space plan shall not negate, abrogate or obviate the Subtenant's obligations to provide detailed design and construction drawings for Sublandlord's approval as otherwise provided in this Sublease.

Alterations. Sublessee Subtenant shall have the right not make or suffer to make be made any alterations, additions and or improvements (collectively, hereinafter collectively “Alterations”) in, on, or to the Sublease Premises without obtaining consent of the PDA or Sublessor, provided that (i) such Alterations do not materially adversely affect the soundness, structural integrity, exterior appearance, or useful life of the structure or the systems of the Building, (ii) such Alterations in each instance do not exceed $250,000, and (iii) such Alterations do not require (A) consent of the PDA under Article 15 of the Ground Lease (applied as if Sublessee were the “Sublessee” thereunder) or (B) approval of plans from another governmental agency to obtain any required building or other permit. If applicable, Sublessee shall provide Sublessor with “as built” plans detailing such Alterations at the completion thereof. As long as Sublessor has received at least fifteen (15) business days’ prior notice of such Alterations, Sublessor shall notify Sublessee within such period whether Sublessor shall require Sublessee to remove such Alterations upon the expiration or earlier termination of this Lease. If Sublessor fails to give such notification to Sublessee within such period, Sublessee shall not be obligated to do so. Notwithstanding anything herein to the contrary, Sublessee shall not be obligated to remove or restore any Alterations made as part of or in connection with Sublessor’s Work and Sublessee’s initial occupancy of the Building, including, but not limited to any data, telephone or telecommunications wiring. In addition, Sublessee shall have the right to install, at its sole cost and expense, a backup generator for the Building in a location to be reasonably determined by Sublessor and Sublessee, subject to the other provisions hereof related to Alterations. Any other Alterations shall require the prior written consent of Sublessor andSublandlord and Master Landlord. Subtenant shall notify Sublandlord (and Master Landlord, if applicable) not less than five (5) business days in advance of commencing construction of the Alterations so that Sublandlord and Master Landlord may post appropriate notices of non-responsibility. The term “Alterations” includes any alterations, additions or improvements made by Subtenant to the extent required under the Ground Lease, the PDA, which shall not be unreasonably withheld or delayed subject to and in accordance comply with the Ground Lease. Sublessor agrees that it shall use commercially reasonable efforts to assist Sublessee in obtaining any consent ADA as required from the PDA relating to Alterations so long as Sublessee reimburses Sublessor for any reasonable out-of-pocket costs or expenses incurred by Sublessor in connection therewith. Sublessor may condition its consent to any Alteration requiring Sublessor’s consent hereunder on a requirement that Sublessee remove same upon expiration or earlier termination of the Term of this LeaseSection 1(f) above. All work done in connection with any Alterations shall must be done constructed (a) in a good and workmanlike ▇▇▇▇▇▇▇-like manner employing using materials of good a quality and in compliance with Article 15 of comparable to those on the Ground Lease and with laws, rules, orders and regulations of governmental authorities having jurisdiction thereof and by contractors approved by Sublessor, which approval will not be unreasonably withheld, conditioned or delayed. If Sublessee employs outside contractors for Alterations to the Sublease Premises, Sublessee (b) in conformance with all Laws, (c) only after all necessary permits, licenses and approvals have been obtained by Subtenant from appropriate governmental agencies, and (d) shall be responsible for and shall cause the diligently prosecuted to completion. Any contractor to abide by all reasonable procedures, rules and regulations as promulgated by Sublessor and/or the PDA or other person making any Alterations must first be approved in writing prior to the commencement by Sublandlord and Master Landlord and Sublandlord may require that all work be performed under Sublandlord’s supervision. Subtenant’s performance of any such Alteration. All Alterations shall be coordinated with any work being performed by Master Landlord and Sublandlord in such a manner as to maintain harmonious labor relations and not to damage the BuildingPremises, the Building or Lot or interfere with the Premises, Building or Lot operations. Sublessee shall indemnify and hold Sublessor harmless from any damage caused Except where precluded by Sublessee’s contractors. Sublessee agrees to pay to Sublessor all reasonable out-of-pocket costs actually incurred by Sublessor in connection with granting its consent to such Alterations (if required) and supplying services requested by Sublessee to Sublessee with respect to the construction by Sublessee of any Alteration within thirty (30) days of Sublessor’s bill therefor. Sublessee shall cause each contractor performing any Alteration on its behalf to carry worker’s compensation insurance in statutory amounts covering the employees of all contractors and subcontractors, and comprehensive general liability insurance with such limits as Sublessor may require reasonably from time to time during the Base Term or Extension Term, if any, of this Lease, taking into account the complexity and nature terms of the work Master Lease and the amount of insurance customarily carried by contractors performing similar work and, if requested by Sublessor, Master Landlord’s rights in and to deliver to Sublessor certificates of all such insurance. Except as otherwise provided herein, any Alterations made by Sublesseeto any of the Sublease Premises, and any permanent fixtures installed as part thereof shall become the property of Sublessor upon the expiration or other sooner termination of this Lease. Sublessee shall yield up Sublease, Subtenant shall, upon demand by Sublandlord, at Subtenant’s sole cost and expense, promptly remove any Alterations made or paid for by Subtenant and repair and restore the Sublease Premises in the condition the Premises were in on the Rent Commencement Date or as they may be placed during the Term of this Leaseto their original condition, reasonable ordinary wear and teartear excepted; provided, damage caused by Sublessor’s activities or breach of its repair and maintenance obligationshowever, and damage by fire or other casualty and governmental taking excepted (but in any event, subject to Sublessee’s obligation to remove Alterations as provided in this Lease). Notwithstanding the foregoing or anything in this Lease to the contrary, Sublessee Subtenant shall have no obligation to remove any Alterations which were not identified for removal at the time Master Landlord or restore Sublessor’s WorkSublandlord gave its consent thereto. Subtenant will keep the Sublease Premises and the Building free from any liens arising out of any work performed, materials furnished, or obligations incurred by Subtenant. If a lien is filed, Subtenant will discharge the lien or post a bond within ten (10) days after receiving notice thereof. Sublandlord has the right to post and keep posted on the Sublease Premises any notices that may be provided by law or which Sublandlord may deem to be proper for the protection of Sublandlord, the Sublease Premises and the Building from such liens. Subtenant shall promptly reimburse to Sublandlord as additional rent hereunder, any ordinary and customary tenant improvements fees or Alterations that are typical for general office, manufacturing, R&D/laboratory, and warehouse use, including data, telephone charges imposed on Sublandlord under the Master Lease by virtue of Subtenant’s proposal or telecommunications cabling and wiring. All articles performance of personal property and all business or trade fixtures, machinery and equipment and furniture owned or installed by Sublessee in the Premises including, without limitation, computers, refrigerators, freezers, and water processing systems, shall remain the property of Sublessee and may be installed or removed by Sublessee at any time during the Lease Term or upon the expiration or earlier termination thereofAlterations.