Common use of Change Orders Clause in Contracts

Change Orders. A. In the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town right, in accordance herewith, to submit for Landlord's approval change proposals subsequent to the completion of the Approved Tenant Improvement Construction Documents (each, a "Tenant Improvement Work Change Proposal"). Landlord agrees to respond to any such Tenant Improvement Work Change Proposal within such time as is reasonably necessary, but no more than five (5) business days, after the submission thereof by Tenant (unless Landlord has changes previously advised Tenant that a longer time period is reasonably necessary due to the nature and scope of the Tenant Improvement Work Change Proposal, together with Landlord's good faith estimate as to the amount of additional time that will be necessary, or the fact that the information provided by Tenant in the Tenant Improvement Work not covered by Change Proposal is insufficient for the Contractpurposes of enabling Landlord to make the determination set forth herein), these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties advising Tenant of any bonds items which Landlord in good faith reasonably believes are inconsistent with the design, cost and all extra construction schedule for the Base Building Work, as well as specifying (subject to the terms of Section 5.2 below) whether any alterations, additions or improvements shown in the Tenant Improvement Work Change Proposal must be removed by Tenant upon the expiration or earlier termination of the Term ("Landlord's Tenant Improvement Work Change Order Response") (it being understood and agreed that Landlord's failure to respond within said five (5) business day period shall be performed under deemed to constitute Landlord's approval of the conditions Tenant Improvement Work Change Proposal and determination that none of this Contractthe items shown thereon are to be removed by Tenant at the expiration or earlier termination of the Term). Except in an emergency endangering life Tenant shall have the right to then proceed with or property, changes in withdraw such Tenant Improvement Work shall not proceed without a Change Proposal within five (5) business days after receipt of Landlord's Tenant Improvement Work Change Order approved by the TownResponse. Contractor shall provide a complete breakdown of all labor and material costs with the If Tenant fails to respond to Landlord's Tenant Improvement Work Change Order requestResponse within such five (5) business day period, such Tenant Improvement Work Change Proposal shall be deemed withdrawn. The breakdown If Tenant proceeds with such Tenant Improvement Work Change Proposal, then such Tenant Improvement Work Change Proposal shall include the Contractor’s allowance for overhead and profit not be deemed to exceed 10% be a part of the net cost of Approved Tenant Improvement Construction Documents for the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractArticle III. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant desires to materially change the Approved Working Drawings, Tenant shall deliver Notice (the "Drawing Change Request") of the same to Landlord, setting forth in detail the changes in (the Work not covered by "Tenant Change") Tenant desires to make to the ContractApproved Working Drawings. Landlord shall, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties no later than (A) five (5) business days after receipt of any bonds Drawing Change Request relating to a proposed Tenant Change affecting the Building structure, or (B) three (3) business days after receipt of any Drawing Change Request relating to a proposed Tenant Change not affecting the Building structure, deliver a written notice to Tenant (the "Response Notice") either (i) approving the Tenant Change, or (ii) disapproving the Tenant Change and all extra Work deliver a Notice to Tenant specifying in reasonably sufficient detail the reasons for Landlord's disapproval; provided, however, Landlord's Response Notice shall be performed under indicate the conditions anticipated cost of this Contract. Except in an emergency endangering life or propertyimplementing such Tenant Change and any Tenant Delay anticipated to result therefrom; provided further, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% however, that Landlord may only disapprove of the net cost Tenant Change if the Tenant Change (u) would have an adverse effect on the structural integrity of the change Building; (v) fails to comply with Work provided directly by applicable Code and or other applicable governmental regulations; (x) would have an material adverse effect on the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions systems and deductions. No claim for adjustments equipment of the contract price shall be valid unless Building; (y) would have an adverse effect on the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost exterior appearance of the change shall be computed by application of the unit prices based Building; or (z) would have an material adverse effect on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty Project. Within two (302) business days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of following Tenant's receipt of the proposalapplicable Response Notice, Tenant shall either ratify its Drawing Change Request or rescind the same. If acceptedAny additional costs which arise in connection with such Tenant Change shall be paid by Tenant, provided that to the Town extent a portion of the Improvement Allowance remains unpaid and unallocated, such payment shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt be made from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderImprovement Allowance.

Change Orders. A. Tenant and Landlord recognize that it may be necessary or advisable to make certain changes to the Final Design Documents or the Base Building Improvements from time to time. Any changes shall be made in accordance with this Lease. (a) In the event Town has changes that Tenant shall request or authorize any Change Order (as hereinafter defined) or additional services from Landlord with respect to the Base Building Improvements for the purpose of upgrading or changing the scope, manner of performance, or quality of the Base Building Improvements, including any change of design, subcontractor, supplier or materials made at the request of Tenant, such Change Order when implemented by Landlord may result in a change in the Progress Schedule and/or the Project Cost. As used herein, the term "Change Order" shall mean (A) a written order from Landlord which Landlord determines is necessary to carry out the approved design and construction of the Base Building Improvements, whether due to any mistake or omission in, or clarification of, the Design Documents, or (B) a written order to Landlord from Tenant requesting or authorizing a Change in Landlord's Work not covered by or an adjustment of the ContractProject Cost or the Progress Schedule. Landlord shall provide Tenant with copies of all proposed and final Change Orders. In addition: subject to the last sentence of this Subparagraph (a), these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve (i) with respect to additive Change Orders, the Surety or Sureties of any bonds and all extra Work Project Cost shall be performed under the conditions of this Contract. Except in increased by an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not amount equal to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in Landlord's Work (as determined pursuant to the proposal or bid Construction Contract and/or the Architect's Contract) attributable to such Change Order, and (ii) with respect to deductive Change Orders, the additional work is covered by those unit prices, or can Project Cost shall be subsequently agreed to reduced by the Parties, change in the cost of Landlord's Work (as determined pursuant to the Construction Contract and/or the Architect's Contract) attributable to such Change Order. Additive or deductive Change Orders shall result in an increase or decrease, respectively, in the Developer's Fee (but not in any change of the percentage thereof), and Landlord shall be computed reimbursed by application Tenant, either directly or through an increase or decrease, as applicable, in the Project Cost, for the actual cost of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work , if any, which Landlord is not covered by unit prices, unit prices were not provided required to pay to Landlord's Contractor on account of any additive Change Order as set forth in the proposal or bid, or the Parties mutually agree, then Town Construction Contract approved by Tenant and Contractor may negotiate and agree upon the value of the change prior Landlord. Anything herein to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradecontrary notwithstanding, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in Tenant's approval of a Change Order due to Contractor’s failure to submit proper documentation shall be required for each of the following, which approval shall not be grounds for a time extension unreasonably withheld, conditioned or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.delayed:

Change Orders. A. In the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work Landlord shall not proceed without be obligated to make additions or changes to the Approved Final Plans (a “Change”), except as provided herein. If Tenant desires any Change, Tenant will so advise Landlord in writing (a “Change Order approved by the Town. Contractor Request”) as promptly as possible and Landlord shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit promptly respond so as not to exceed 10% of delay the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed orderly construction pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1Approved Final Plans. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval Upon receipt of a Change Order due Request, if Landlord approves such Change, not to Contractor’s failure be unreasonably withheld, Landlord will give written notice thereof to submit proper documentation shall not be grounds for a time extension Tenant, which notice will specify the estimated costs or basis savings associated therewith; the cost thereof and the change, if any, in the Minimum Monthly Rent arising therefrom; and any estimated delay in the expected Date of a claimSubstantial Completion/Target Occupancy Date. The Town shall respond to the Contractor’s proposal within fourteen calendar Within five (145) business days of receipt of the proposal. If accepted, the Town shall prepare Landlord’s response to the Change Order for the Contractor’s signature. The Town shall execute the approved Request, Tenant may withdraw its request by providing notice to Landlord as long as such Change Order within seven (7) days has not been signed by Tenant. Upon agreement between Landlord and Tenant on the Change, such Change will be incorporated into the Approved Final Plans by way of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed a written change prepared by Landlord and jointly executed by the amount parties (a “Change Order”). Landlord shall be permitted to make any changes to the Building, after notice to Tenant, so long as such changes (a) are required to comply with Laws; or (b) are limited to other spaces within the Building not occupied by Tenant; or (c) are necessary as a result of substitutions needed due to material unavailability so long as any substitutions are of equal or better quality; or (d) do not materially and adversely change the design intent of the Change Order and provide Building (a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order"Landlord Change").

Change Orders. A. In Following Tenant’s approval of the event Town has Working Drawings, Tenant may only request that Landlord make changes in to the Tenant Improvement Work not covered by pursuant to the Contractterms, these changes will not invalidate or relieve Contractor from any guarantee it has given conditions and procedures set forth in this ContractSection 6. These Upon Tenant’s request and Tenant’s submission of the necessary information and/or plans and specifications for any changes or additions to the Tenant Improvement Work (“Change Order Work”), and Landlord’s reasonable approval of the Change Order Work, Landlord will not relieve cause its contractors to perform the Surety or Sureties Change Order Work, at Tenant’s sole cost and expense, subject only to the application of any bonds and all extra Work shall be performed under unspent portion(s) of the conditions of this ContractTI Allowance. Except in an emergency endangering life or property, changes in Work shall not proceed without a Prior to commencing any Change Order approved Work requested by Tenant, Landlord will submit to Tenant a written statement of the Town. Contractor shall provide a complete breakdown of all labor and material costs additional cost or cost savings, if any, associated with the Change Order requestWork and, if known, whether the Change Order Work would reasonably result in any delay in the Scheduled Completion Date, Concurrently with this statement, Landlord also will submit To Tenant a proposed tenant change order (“Tenant Change Order”) for the Change Order Work. The breakdown shall include Tenant will execute and deliver to Landlord the Contractor’s allowance for overhead and profit not Tenant Change Order and, subject only to exceed 10% of the net TI Allowance, will pay Landlord the entire remaining cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed Tenant Change Order as Additional Rent pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1Paragraph 2(b), above. If unit prices are quoted in Tenant fails to execute and deliver the proposal Tenant Change Order or bid and pay the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the entire cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered Work which is in the performance excess of the Work below gradeTI Allowance within the applicable period, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall Landlord will not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount perform any of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderWork.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the “Drawing Change Notice”) of the same to Landlord (which Landlord may require to be on a standard AIA Change Order form), setting forth in detail the proposed changes (the “Tenant Change”) Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord’s approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord’s rights under Section 3.3 of this Tenant Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord’s disapproval. If Landlord fails to notify Tenant of Landlord’s approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a “Tenant Change Second Request”) that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: “THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE.” If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitTenant Improvement Allowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals with respect to items of work not shown on the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs which costs shall include a construction management fee equal to 4% of the Change Proposal (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or property, changes in Work shall not proceed without a If Tenant approves Landlord’s Change Order approved by Response, then such Change Proposal shall be deemed a “Change Order” hereunder and if the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order is made, then the Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without If Tenant requests a Change Order approved by (a “Tenant Change Order”), it shall be submitted to Landlord and the TownLandlord General Contractor for review. Contractor Landlord shall provide a complete breakdown notify Tenant no more than five (5) business days of all labor and material costs with the Tenant’s Change Order request. The breakdown request of a good faith estimate of the actual additional cost (if any), or the decrease in cost (if any), and additional time (if any) required to perform such Tenant Change Order. (i) If the Tenant Change Order decreases the GMP Budget, ▇▇▇▇▇▇▇▇’s approval of the request shall include not be unreasonably withheld, conditioned or delayed, and the Contractor’s allowance for overhead and profit not to exceed 10Tenant shall be credited with 100% of such savings credited to reduce the net cost of the change with Work Initial Annual Rent calculation as provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractSubsection 6(b). B. The Parties agree that (ii) If the Tenant Change Order increases the Final GMP Budget, Tenant and Landlord shall first attempt to modify other budgeted improvements to reduce the total construction costs so there are two methods that may be utilized is no change to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2overall Final GMP Budget. If the additional work is not covered parties are unable to reduce other costs, and ▇▇▇▇▇▇▇▇ agrees to assume the payment for a Tenant Change Order that increases the GMP Budget, such changes shall be recovered by unit pricesan increased adjustment to the Initial Annual Rent calculation per Subsection 6(b). (iii) Notwithstanding anything contained herein to the contrary, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change no event shall Tenant be obligated to make any payments to Landlord prior to the issuance Landlord Improvement Substantial Completion Date which in the aggregate would exceed an amount equal to eighty-nine and 9/10ths percent (89.9%) of the Change Order and then incurred project costs for the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions Landlord Improvements (less land acquisition costs) that are discovered in the performance properly capitalizable as a cost of construction of the Work below gradeLandlord Improvements in accordance with generally accepted accounting principles. Should Tenant’s portion be projected to exceed such amount, or in Tenant and Landlord agree to modify the event concealed or unknown conditions in an existing structure vary from improvements to reduce the conditions indicated in total construction costs and thereby decrease the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this ContractFinal GMP Budget. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the “Drawing Change Notice”) of the same to Landlord (which Landlord may require to be on a standard AIA Change Order form), setting forth in detail the proposed changes (the “Tenant Change”) Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord’s approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord’s rights under Section 3.3 of this Expansion Premises Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord’s disapproval. If Landlord fails to notify Tenant of Landlord’s approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a “Tenant Change Second Request”) that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: “THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE FIRST AMENDMENT TO LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE.” If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitExpansion Improvement Allowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town has right to request in writing that Landlord make changes in to the Work not covered Plans and Specifications from time to time by way of written change orders (each, a “Change Order”, and collectively, the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract“Change Orders”). These changes will not relieve the Surety or Sureties of any bonds and all extra Work Any requested Change Order shall be performed under the conditions of this Contract. Except in an emergency endangering life or propertysubject to Landlord’s prior written consent, changes in Work which consent shall not proceed without a be unreasonably withheld. Without limiting the foregoing, Tenant acknowledges that Landlord shall be deemed to have reasonably withheld its consent if Tenant’s requested Change Order approved by is structural in nature, materially alters the Town. Contractor shall provide a complete breakdown Building shell, or increases the scope of all labor and material costs with work relative to the Building shell from that contemplated in Exhibit “B” hereto, or if the Change Order requestwill delay Substantial Completion beyond the Target Commencement Date. The breakdown Provided such Change Order is reasonably acceptable to Landlord, Landlord shall include in good faith prepare and submit promptly to Tenant a memorandum setting forth the Contractorimpact on cost and schedule resulting from said Change Order (the “Change Order Memorandum of Agreement”). Tenant shall, within three (3) business days following Tenant’s allowance for overhead and profit not to exceed 10% receipt of the net cost Change Order Memorandum of Agreement, either (i) execute and return the change with Work provided directly by the Contractor. For purposes Change Order Memorandum of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant Agreement to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit pricesLandlord, or can be subsequently agreed to by (ii) retract its request for the Parties, Change Order. Fifty percent (50%) of any increase in the cost of the change Work as evidenced in executed Change Order Memorandum of Agreements (except that relative to the Office Work, the landscape and the patio area, only to the extent such increase causes the total cost of such Work to exceed the applicable Allowance) resulting from Change Orders shall be computed paid by application Tenant to Landlord on a monthly basis within fifteen (15) days after Tenant’s receipt of an invoice therefor, which invoice shall reflect all cost increases and decreases pursuant to all Change Order Memorandum of Agreements entered into during the prior month, and which invoice shall net out any increases and decreases resulting from such Change Order Memorandum of Agreements, and fifty percent (50%) shall be paid by Tenant following Substantial Completion of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town Change Orders and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedof Landlord’s request therefor. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to ContractorTenant’s failure to submit proper documentation deliver the payments required in this paragraph shall not entitle Landlord to stop the construction and installation of the applicable portion of the Work until such payment is received, and any resulting delay in the Target Commencement Date shall constitute a Tenant Delay hereunder. In addition, all delinquent payments shall accrue interest at the Interest Rate. If, subsequent to all Change Order Memorandum of Agreements entered into, Landlord’s cost to construct the Office Work, the landscaping and the patio area is decreased from that set forth in the Cost Statement, such savings shall be grounds for a time extension or basis of a claim. The Town shall respond added to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed Allowance and paid by the amount of the Change Order and provide a copy of the approved Change Order Landlord to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderTenant as set forth Section 2.02D above.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the “Drawing Change Notice”) of the same to Landlord (which Landlord may require to be on a standard AIA Change Order form), setting forth in detail the proposed changes (the “Tenant Change”) Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord’s approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord’s rights under Section 3.3 of this Additional Premises Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord’s disapproval. If Landlord fails to notify Tenant of Landlord’s approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a “Tenant Change Second Request”) that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: “THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE SECOND AMENDMENT TO LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE.” If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitAdditional Improvement Allowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In 11.1 CTDOT reserves the event Town has changes in right to modify the Scope of Work not covered by the Contractand Technical Specification, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall including without limitation to address work required to be performed under the conditions of this Contract. Except in on an emergency endangering life or propertybasis, changes in Work shall not proceed without and accordingly, may, at any time during the Term, issue a Change Order approved to the Contractor to effectuate the modification. CTDOT shall address the Change Order to the Contractor’s authorized designee and may transmit the Change Order by electronic means. 11.2 As soon as possible after the TownContractor receives a Change Order, but in no event later than fifteen (15) business days thereafter, the Contractor shall, at Contractor’s own cost and expense, provide CTDOT with a written statement either confirming that the Change Order has no price impact on the Contract or providing an explanation for the price increase or decrease, and if applicable, needed schedule adjustment, involved in implementing the Change Order with all supporting documentation required by CTDOT. Such written statement and supporting documentation should be addressed to the Engineer and may be submitted by electronic means. If the Contractor fails to respond in writing to CTDOT within the fifteen (15) business day time period, then Contractor shall provide a complete breakdown of all labor and material costs be obligated to comply with the Change Order requestbut without the benefit of any price increase adjustment. The breakdown shall include Parties may agree to a reasonable adjustment in such response time period by the Contractor’s allowance for overhead and profit not to exceed 10% exchange of mutual written consent by the authorized designees of the net cost Parties. 11.3 If the Contractor identifies needed modifications to the Scope of Work, then the Contractor shall prepare and submit to CTDOT a written request for a Change Order for the proposed modification, including an explanation for the requested modifications and a statement of the change with Work provided directly by price impact, if any, and if applicable, needed schedule adjustment. Such written request should be addressed to the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions Engineer and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1submitted by electronic means. If unit prices are quoted in the proposal or bid and the additional work such request is covered approved by those unit pricesCTDOT, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance CTDOT will issue a written confirmation of the Change Order in accordance with section 11.4. 11.4 The Change Order will not be effective and the Contractor shall not commence performance of the work required under the Change Order shall identify (the corresponding lump sum adjustment “Change Order Work”) until CTDOT issues to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount written confirmation of the Change Order signed by the Rail Administrator or his/her authorized designee. Such written confirmation may be transmitted by electronic means. 11.5 The Contractor shall promptly perform and provide a copy complete the Change Order Work in accordance with any time frames or deadlines set forth in CTDOT’s written confirmation of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the “Drawing Change Notice”) of the same to Landlord (which Landlord may require to be on a standard AIA Change Order form), setting forth in detail the proposed changes (the “Tenant Change”) Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord’s approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord’s rights under Section 3.3 of this Suite 400 Expansion Premises Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord’s disapproval. If Landlord fails to notify Tenant of Landlord’s approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a “Tenant Change Second Request”) that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: “THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE THIRD AMENDMENT TO LEASE. IF Landlord’s initials /s/ K.W. Tenant’s initials /s/ B.R. EXHIBIT B Third Amendment 8 Lyft, Inc. LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE.” If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitSuite 400 Improvement Allowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Any change order (“Change Order”) to the event Town has changes Improvements and/or any portions of the Improvements applicable to the portions of the Building that are intended for the use and benefit of Tenant may be initiated by Landlord or Tenant. Such Change Orders will be subject to Landlord’s and Tenant’s prior written approval, which approval will not be unreasonably withheld, delayed, or conditioned so long as such Changer Order (i) is required by, or does not violate, applicable law, (ii) in the case of a proposed change to the Improvements requested by Tenant, does not increase the costs of the Improvements (unless the Tenant agrees to pay for (or have the Tenant Improvement Allowance reduced by the amount of) the increase in the costs of construction), or (iii) in the case of a proposed change to the Improvements requested by Tenant, does not result in significant delays to the Work Schedule. Any delay in the Work not covered Schedule from the Improvements caused directly and specifically by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved initiated or caused by Tenant will be a Construction Delay. If Landlord or Tenant fails to notify the Town. Contractor shall provide other of its approval or disapproval of a complete breakdown written notice of all labor and material costs with a proposed Change Order within ten (10) business days after the receipt of the request to approve the Change Order request. The breakdown shall include (together with the Contractor’s allowance for overhead support documentation and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined information specified in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the PartiesSection 13), the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the proposed Change Order and the Change Order shall identify the corresponding lump sum adjustment will be deemed conclusively to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has have been identifiedapproved. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in Upon approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for that results in a Construction Delay then, at the election of Landlord, the applicable time extension or basis of a claim. The Town shall respond tables, deadlines, and critical milestones provided in the Work Schedule relating to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed Improvements will be extended or advanced by the amount appropriate number of days and the Change Order and provide a copy Work Schedule shall be deemed modified in accordance therewith. Additionally, upon approval of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Partiesthat requires adjustments, nothing in this Contract shall preclude the Town from performingmodifications, or having performedrevisions to the previously approved Landlord Improvement Plans or the Tenant Improvement Plans, then the Work requested Landlord Improvement Plans or the Tenant Improvement Plans, as applicable, shall be deemed modified and approved in a accordance with the Change Order.

Change Orders. A. In After the event Town has parties approve the Final Plans and a building permit for the Tenant Improvements is issued, any further changes to the Final Plans shall require the prior written approval of Tenant and EXHIBIT B Landlord (not to be unreasonably withheld or delayed), provided that Landlord shall not need the consent or approval of Tenant for changes to the Final Plans that do not affect the Tenant Improvements and/or the Premises or materially alter the character of the Building. If Tenant desires any change in the Work not covered Final Plans relative to the Tenant Improvements which is reasonable and practical (which shall be conclusively determined by the ContractArchitect), these such changes will not invalidate may only be requested by the delivery to Landlord by Tenant of a proposed written "Change Order" specifically setting forth the requested change. Landlord shall have five (5) business days from the receipt of the proposed Change Order to provide Tenant with the Architect's disapproval of the proposed change stating the reason(s) for such disapproval, or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve if the Surety or Sureties Architect approves the proposed change, the following items: (i) a summary of any bonds and all extra Work shall be performed under increase in the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a cost caused by such change (the "Change Order approved Cost"), (ii) a statement of the number of days of any delay caused by such proposed change (the Town. Contractor shall provide a complete breakdown of all labor and material costs with the "Change Order request. The breakdown shall include the Contractor’s allowance for overhead Delay"), and profit not to exceed 10% (iii) a statement of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Change Order Delay (the "Change Order Delay Expense"), which Change Order Delay Expense shall be computed by application the product of the unit prices based on quantitiesnumber of days of delay multiplied by the estimated daily Base Rent rate. Tenant shall then have three (3) business days to approve the Change Order Cost, the Change Order Delay and the Change Order Delay Expense. If this method is used no additional allowances Tenant approves these items, Tenant shall be made for overhead pay to Landlord the Change Order Cost and profit. Change Order Delay Expense within two (2. If the additional work is not covered by unit prices) business days after Tenant's approval thereof, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value Landlord shall promptly following receipt of the change prior to the issuance of such payment execute the Change Order and cause the appropriate changes to the Final Plans to be made. If Tenant fails to respond to Landlord within said three (3) business day period, the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradeCost, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of Delay and the Change Order Delay Expense shall be deemed disapproved by Tenant and provide a copy of Landlord shall have no further obligation to perform any Work set forth in the approved proposed Change Order. The Change Order to Cost shall include all costs associated with the Surety. In Change Order, including, without limitation, architectural fees, engineering fees and construction costs, as conclusively determined by the event Architect and the Contractor (defined in Section 7), respectively, together with a five percent (5%) fee of these costs as reimbursement for the expense of administration and coordination of such Change Order cannot be agreed upon by Landlord's Representative. The Change Order Delay shall include all delays caused by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order, including, without limitation, all design and construction delays, as conclusively determined by the Architect and the Contractor (defined in Section 7), respectively.

Change Orders. A. In the event Town has changes in the Work not covered by the Contract, these changes (i) The Approved Plans will not invalidate be materially modified or relieve Contractor from amended without the prior approval of Tenant, such approval not to be unreasonably withheld, conditioned or delayed. From time to time, prior to or during the performance of the Premises Work, Landlord may elect to propose Landlord Change Orders to the Approved Plans. Landlord shall submit each proposed Landlord’s Change Order to Tenant for its approval, which approval shall not be unreasonably withheld, conditioned or delayed, unless the proposed Landlord Change Order (a) is materially inconsistent with the Approved Plans; or (b) would materially and adversely affect the use or layout of the Leased Premises by Tenant for its usual and customary business operations; notwithstanding the foregoing, Tenant shall not unreasonably withhold, condition or delay its approval to the extent such change is required to (i) comply with applicable Requirements, (ii) to obtain or to comply with any guarantee it has given in this Contractrequired permit for the Landlord’s Work, (iii) to make reasonable adjustments for field deviations or conditions encountered during the construction of the Landlord’s Work, or (iv) to account for long-lead time items, availability, shortages, labor issues, and the like. These changes will not relieve Tenant shall approve or disapprove each proposed Landlord Change Order within three (3) Business Days after receipt thereof, and if Tenant so disapproves Tenant shall specify the Surety reason for disapproval. If ▇▇▇▇▇▇ fails to approve or Sureties of any bonds and all extra Work disapprove the proposed Landlord’s Change Order within three (3) Business Days after receipt thereof, then the proposed Landlord’s Change Order shall be performed under considered to have been approved by Tenant, and the conditions Approved Plans shall be considered to be amended and modified thereby. (ii) Tenant may elect to propose Tenant Change Orders to the Approved Plans by written request to Landlord from time to time prior to Substantial Completion of this Contractthe Premises Work. Except in an emergency endangering life or property, changes in Work shall not proceed without a Each proposed Tenant Change Order approved by the Townshall be subject to Landlord’s approval, such approval not to be unreasonably withheld, conditioned or delayed. Contractor shall provide If a complete breakdown of all labor and material costs with the proposed Tenant Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not is determined by Landlord in its reasonable discretion to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant likely to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, increase the cost of the change Landlord’s Work above the Landlord’s Contribution, to delay the completion of the Landlord’s Work, and/or to cause an increase in other costs and expenses payable by Landlord, then Landlord shall notify Tenant of the estimated amount of such costs and thereafter Tenant may elect, within three (3) days after receipt of Landlord’s request, to withdraw the proposed Tenant Change Order or to elect to proceed with the proposed Tenant Change Order. Failure of Tenant to respond within such three (3) day period shall be computed deemed an election by application of Tenant not to proceed with the unit prices based on quantitiesTenant Change Order. If this method is used no additional allowances shall be made for overhead and profit. 2. If ▇▇▇▇▇▇ withdraws the additional work is not covered by unit prices, unit prices were not provided in the proposal proposed Tenant Change Order within said three (3) day period or bid, or the Parties mutually agreefails to respond within such time frame, then Town and Contractor may negotiate and agree upon Landlord will not be obligated to implement the value of the change prior to the issuance of the proposed Tenant Change Order and the proposed Tenant Change Order shall identify be null and void and of no further force or effect. If Tenant elects to proceed with a Tenant Change Order, Tenant shall reimburse Landlord for the corresponding lump sum adjustment costs associated with such Tenant Change Order proportionally in relation to the contract price. C. In the event concealed conditions are discovered in the performance amount of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made Landlord’s Contribution within thirty (30) days after of billing, as the condition has been identifiedwork associated with such Tenant Change Order is being performed. The cost shall be determined by one In addition, if as a result of a Tenant Change Order the actual costs of the methods outlined Landlord’s Work are greater than the estimated increased costs and expenses, then Tenant shall pay the difference in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review increased costs and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due expenses to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal Landlord within fourteen calendar thirty (1430) days of receipt billing in the same manner set forth above. Time is of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days essence of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderSection 2.2(B).

Change Orders. A. In the event Town has Tenant may request changes in the final Expansion Premises Plans from time to time during construction of the Expansion Premises Work not covered by the Contractsubmitting a written request describing any proposed change to Landlord (a “Tenant Change Proposal”). Any Tenant Change Proposal must be approved by Landlord, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work which approval shall not proceed without a Change Order approved by be unreasonably withheld or delayed. Any increase or decrease in the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Expansion Premises Work provided directly by the Contractor. For purposes of this Contractwhich results from a Tenant Change Proposal, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price if implemented, shall be valid unless added to or subtracted from the procedure outlined in this section is followedFinal Project Cost Proposal, as the case may be. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the PartiesHowever, the cost of any Change Orders necessitated by compliance with applicable legal requirements or conditions on the change Property shall be computed by application Landlord’s sole cost and expense. Landlord shall give notice back to Tenant responding to the Tenant Change Proposal within three (3) calendar days after Landlord’s receipt thereof, specifying the estimated effect, if any, in the cost of the unit prices Expansion Premises Work and the First Expansion Target Date and/or Second Expansion Target Date, whichever is or are applicable, which would result from the subject Tenant Change Proposal, as determined by Landlord reasonably and in good faith based on quantities. If this method is used no additional allowances shall be made for overhead cost and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided time estimation methods customarily utilized in the proposal construction industry (the “Landlord’s Proposed Pricing/Timing Adjustment”). Tenant shall give notice back to Landlord approving or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made disapproving Landlord’s Proposed Pricing/Timing Adjustment within thirty three (303) days after Tenant’s receipt thereof. If Tenant approves Landlord’s Proposed Pricing/Timing Adjustment, the condition has been identifiedsubject Tenant Change Proposal shall become a change order and be incorporated into the final Expansion Premises Plans executed in the construction of the Expansion Premises Work (a “Change Order”). The cost Tenant shall be determined responsible for any actual increase in cost of construction caused by one of the methods outlined in this Contract. D. Change Orders (up to the amount set forth in Landlord’s Proposed Pricing/Timing Adjustment which shall be submitted approved by Tenant) provided such amount results, after all other adjustments, to an increase in the Contractor for Final Project Cost. If Tenant disapproves or does not timely respond to the TownLandlord’s review Proposed Pricing/Timing Adjustment, then the Parties shall work together to arrive at an acceptable Proposed Pricing/Time Adjustment to the Tenant Change Proposal and approvalin furtherance thereof adjust cost estimates, contributions and completion dates in connection with the Expansion Premises Work. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Landlord shall not be grounds for a time extension or basis of a claim. The Town shall respond authorized to make any other material changes in the Contractorfinal Expansion Premises Plans without Tenant’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing consent in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderwriting.

Change Orders. A. In the event Town has changes If Tenant requests any change, addition, alteration or deletion in the Work not covered by tenant improvement work following approval of the Contractdesign development documents, these changes will not invalidate or relieve Contractor from any guarantee it has given then Landlord shall promptly give Tenant a written estimate of the cost, if any, of the professional and other services required to prepare a change order and the time delay expected, if any, because of such request. If Tenant, in this Contract. These changes will not relieve writing, approved such cost and/or delay within five (5) business days, then Landlord shall have the Surety or Sureties of any bonds change order prepared, and all extra Work the cost thereof shall be performed under charged to the conditions of this Contracttenant improvement allowance, or, if the tenant improvement allowance was not sufficient to cover the cost to prepare the change order, then Tenant shall promptly forward a check made payable to Landlord. Except in an emergency endangering life or propertyThe delay, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs if any, associated with the Change Order request. The breakdown change order request shall include the Contractor’s allowance extend Landlord's time for overhead and profit not to exceed 10% completion of the net tenant improvements. Promptly upon the completion of a change order, Landlord shall notify Tenant in writing of the cost which would be chargeable or creditable to Tenant by reason of the change with Work provided directly by order and the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments time delay expected because of the contract price change order. Tenant shall, within five (5) business days, notify Landlord in writing whether it desires to proceed with the change order. If Tenant notifies Landlord that it desires to proceed with the change order, then the cost thereof shall be valid unless appropriately charged or credited to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit pricestenant improvement allowance, or can be subsequently agreed if the tenant improvement allowance is not sufficient to by the Parties, cover the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agreeorder, then Town and Contractor may negotiate and agree upon the value of the change prior Tenant shall forward a check made payable to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered Landlord in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy change order cost upon completion of the approved Change Order to change order work. The delay, if any, associated with the Surety. In change order work shall extend Landlord's time for completion of the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Ordertenant improvements.

Change Orders. A. In 1.2.4.1 Landlord may make changes to the event Town has changes Approved Construction Documents in accordance with the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions provisions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractSection 1.2.4. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in Landlord desires to make a change to the proposal or bid and the additional work is covered by those unit pricesApproved Construction Documents, or can be subsequently agreed to by the Parties, the cost Landlord shall deliver notice of the proposed change to Tenant, together with any material drawings, specifications and other documents necessary to show or describe the proposed change (“Change Order Documents”) (provided, however, Landlord shall not be computed by application of the unit prices based on quantitiesheld liable to any Tenant Party if Landlord, absent bad faith, inadvertently delivers to Tenant incomplete or Change Order Documents in connection with such change). If this method Landlord’s proposed change is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the a material change prior to the issuance Approved Construction Documents, Landlord shall deliver a copy to Tenant of the Change Order Documents. As used herein, the term “material change” means a change to the Approved Construction Documents that: (a) directly and materially affects Tenant’s ability to grow and process sapphire boules in the Premises in accordance with the delivery schedule set forth in the MDSA SOW; or (b) requires the movement of manufacturing materials or Goods (as defined in the MDSA) in the Premises in an manner which would interrupt Tenant’s sapphire manufacturing process. If, within three (3) Business Days after the delivery of such Change Order Documents showing or describing the proposed material change to the Approved Construction Documents, Tenant gives notice to Landlord that Tenant objects to such change, which notice shall be accompanied by Tenant’s recommendation of any modifications reasonably required to make the change acceptable to Tenant, then Landlord shall either withdraw the proposed change or modify the same in accordance with Tenant’s recommendation. If Tenant fails to respond to Landlord within three (3) Business Days after Landlord delivers the Change Order shall identify the corresponding lump sum adjustment Documents, Tenant will be deemed to have approved such Change Order Documents. 1.2.4.2 Tenant may require Landlord to make changes to the contract price. C. In Approved Construction Documents if: (a) absent such changes to the event concealed conditions are discovered Approved Construction Documents: (i) Tenant’s ability to grow and process sapphire boules in the performance Premises in accordance with the delivery schedule set forth in the MDSA SOW would be directly and materially affected; or (ii) Tenant is required to move manufacturing materials or Goods in the Premises in a manner which would interrupt Tenant’s sapphire manufacturing process; (b) such changes comply with all Laws; (c) such changes are consistent with design review requirements of the Work below gradeMaster Developer and Governmental Authorities pursuant to applicable Law; (d) such changes are not inconsistent with any express provision of the Phasing Plan; (e) such changes do not materially reduce the quality of the Landlord Work, as determined by Landlord in its reasonable discretion; and (f) Tenant is responsible for all costs and expenses and all delays resulting from such change, including without limitation costs or expenses relating to: (1) any additional architectural or engineering services and related design expenses, (2) any changes to materials in process of fabrication, (3) cancellation or modification of supply or fabricating contracts, (4) removal or alteration of work or plans completed or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documentsprocess, and (5) delay claims made by any subcontractor (collectively, the contract sum “Cost and time for completion Delay Liability”). Tenant may not require Landlord to make any other change to the Approved Construction Documents without Landlord’s prior written approval, which approval may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedgranted or withheld in Landlord’s sole and absolute discretion. The cost Tenant shall be determined responsible for all Cost and Delay Liability as a result of any such change approved by one of the methods outlined in this ContractLandlord. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town has right to request in writing that Landlord make changes from time to time in the Work Final Plans (each, a “Change Order”, and collectively, “Change Orders”), and Landlord shall not covered unreasonably refuse to do so. Provided such Change Order is reasonably acceptable to Landlord, Landlord shall prepare and submit promptly to Tenant a memorandum setting forth Landlord’s estimate of the impact on cost and the delay in the construction schedule resulting from said Change Order, including the reason for such delay, if any, (a “Change Order Cost and Schedule Estimate”) as soon as reasonably practicable after Tenant’s request, and Tenant may, by providing written notice, accept or reject the ContractChange Order Cost and Schedule Estimate within five (5) business days after Tenant’s receipt of the Change Order Cost and Schedule Estimate. If Tenant rejects the Change Order Cost and Schedule Estimate or if Tenant does not accept the Change Order Cost and Schedule Estimate within such 5-business day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work Change Order shall be performed under the conditions deemed rescinded. Upon Tenant’s acceptance of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor Cost and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined Schedule Estimate that results in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted increase in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Tenant Improvements, such increase shall be computed payable by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties Tenant to Landlord as mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted agreed by the Contractor for the Townparties. Upon Tenant’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval acceptance of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time Cost and Schedule Estimate that results in an extension or basis of a claim. The Town shall respond to in the Contractor’s proposal within fourteen calendar (14) days of receipt schedule of the proposal. If acceptedTenant Improvements, such increase in time shall automatically extend the Town shall prepare Target Delivery Date by the same number of days accepted in the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order Cost and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderSchedule Estimate.

Change Orders. A. In Sublessee and Sublessor shall have the event Town has right, in accordance herewith, to submit change proposals subsequent to the preparation and approval of the Project Plans. Any such change proposals requested by Sublessee or Sublessor after the delivery and approval by Sublessee of the Project Plans shall be requested and instituted in accordance with the provisions of this Exhibit D and shall be subject to the written approval of the other party, such approval not to be unreasonably withheld, conditioned or delayed. If Sublessee wishes to request changes to the Project Plans (“Changes”), Sublessee shall request such Changes by notifying Sublessor in writing (a “Change Proposal”), which Change Proposal shall detail the nature and extent of any such Change. Sublessor shall, before proceeding with any Change, use diligent efforts to respond to Sublessee as soon as is reasonably possible and advise Sublessee of any anticipated increase in costs (including architectural and engineering fees) (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any Sublessee Delay which would likely result in the completion of Sublessor’s Work not covered by if a Change Proposal is made pursuant thereto (“Sublessor’s Change Order Response”). Sublessee shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Sublessor’s Change Order Response. If Sublessee fails to respond to Sublessor’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or propertyIf Sublessee approves such Change Proposal, changes in Work then such Change Proposal shall not proceed without be deemed a “Change Order approved by the Town. Contractor Order” and Sublessor shall provide a complete breakdown of all labor and material costs with cause the Change Order requestto be instituted. The breakdown Sublessee shall include reimburse Sublessor for Change Order Costs actually incurred by Sublessor as a result of a Change Order, but only to the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined extent such Change Order Costs result in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1Sublessee’s Improvements to exceed the Construction Allowance. If unit prices are quoted Sublessor wishes to request Changes, Sublessor shall provide Sublessee with a Change Proposal, which Change Proposal shall detail the nature and extent of any such Change, together with all plans, drawings, specifications and other documentation necessary to show or describe the proposed Change. Sublessor shall advise Sublessee of any anticipated cost savings or cost increases associated with such Change Proposal, as well as an estimate of any delay (or time savings, if applicable) which would likely result in the proposal completion of Sublessor’s Work if the Change Proposal is instituted. Sublessee shall have the right to disapprove a Change Proposal if (i) the Change could reasonably be expected to result in a delay in Substantial Completion or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost an extension of the change shall Delivery Date, (ii) the Change could reasonably be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided expected to result in the proposal a decrease in quality or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Building or an increase in the cost to operate or maintain the issuance Building, or (iii) the Change involves a substitution of materials, equipment or finishes that are of a lesser quality, value or utility than those previously specified in the Project Plans. Sublessee shall, within five (5) days (or such additional reasonable period of time as is necessary for Sublessee to properly evaluate the Change given its nature and complexity) after the delivery of such Change Proposal, notify Sublessor whether it approves or rejects the Change. If Sublessee approves the Change Proposal, then such Change Proposal shall be deemed a “Change Order” and Sublessor shall cause the Change Order to be instituted. If Sublessee disapproves the Change, then Sublessee’s notice to Sublessor shall be accompanied by Sublessee’s reasons for such disapproval along with recommendations, changes or modifications (if any) that would make the Change acceptable to Sublessee. After receipt of ▇▇▇▇▇▇▇▇▇’s rejection notice, Sublessor shall either withdraw the Change Proposal or modify the same in accordance with Sublessee’s recommendations and resubmit the same for Sublessee’s approval. If Sublessee approves such resubmitted Change Proposal, such Change Proposal shall be deemed a “Change Order” and Sublessor shall cause the Change Order shall identify the corresponding lump sum adjustment to the contract pricebe instituted. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In If Tenant requests any changes to the event Town has Plans & Specifications, Landlord shall not unreasonably withhold its consent to any such changes, provided the changes in do not adversely affect the Work not covered Building Structure, any of the Building Systems, or the appearance or value of the Building (any such change requested by Tenant and consented to by Landlord is hereinafter referred to as a “Change Order”). If any Change Order increases the cost of constructing Landlord’s Work, Tenant shall bear such cost, and shall pay to Landlord, pursuant to terms of any such contract for the completion of such Change Order, within twenty (20) days after demand for payment. Any such Change Order shall indicate the additional cost to be paid by the ContractTenant and shall include a 10% of the “hard” cost component of the Change Order as an administrative fee to compensate Landlord for its time and effort in connection with the Change Order. If any Change Order delays Landlord’s completion of Landlord’s Work, these changes then such delay shall constitute a Tenant Delay. As a condition to performing the applicable Change Order, Landlord shall have the right to require Tenant to agree in advance to the period by which completion of Landlord’s Work will be delayed as a result of such Change Order, and if Landlord and Tenant are unable to reasonably agree, then Landlord shall not invalidate or relieve Contractor be obligated to perform the Change Order in question. Tenant shall have five (5) days from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions receipt of this Contract. Except in an emergency endangering life or property, changes in Work shall not information from Landlord to advise Landlord to proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order or to withdraw the request. The breakdown shall include Any other actions of Tenant, or inaction by Tenant (including the Contractor’s allowance failure by Tenant to timely pay for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal any Change Order or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior unreasonably withhold consent to the issuance of the Change Order and the Change Order Plans & Specifications) which delay Landlord in completing Landlord’s Work shall identify the corresponding lump sum adjustment to the contract pricealso constitute a Tenant Delay. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In As used herein, the event Town has changes term "Change Order" shall mean (A) a written order from Landlord which Landlord determines is necessary to carry out the approved design and construction of the Base Building Improvements, whether due to any mistake or omission in, or clarification of, the Design Documents, or (B) a written order to Landlord from Tenant requesting or authorizing a Change in Landlord's Work or an adjustment of the Progress Schedule. If Tenant requests any change order for the Base Building Improvements, Landlord shall submit all such Change Orders with plans, specifications, pricing and a schedule of values if appropriate to Tenant for its review and approval. No Change Order for a change in the Work Base Building Improvements requested by Tenant shall be effective unless approved by Landlord's Representative and Tenant's Representative in writing, such approval not covered to be unreasonably withheld or delayed. Tenant shall pay an amount equal to all costs directly incurred by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties Landlord as a result of any bonds Change Orders signed by Tenant and all extra Landlord affecting Landlord's Work shall be performed under or the conditions Base Building Improvements, including the cost to Landlord of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Landlord's Contractor’s allowance for 's overhead and profit not equal to exceed 10% of the net cost those costs exclusive of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town Amounts due and Contractor may negotiate and agree upon the value payable on account of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. such Change Orders shall be submitted paid within fifteen (15) days of billing therefor, and in all events by the Contractor Substantial Completion Date. If, however, Tenant has elected to have Landlord advance the Tenant Allowance, amounts due and payable by Tenant on account of such Change Orders may be applied to the extent of the unadvanced balance, if any, of the Tenant Allowance. After completion of the Base Building Improvements, Landlord shall deliver a set of as built plans for the Town’s Base Building Improvements to Tenant upon Landlord's receipt thereof. Landlord agrees to provide Tenant with copies of all Change Orders for the Base Building Improvements from Landlord. Tenant shall have five (5) business days after the receipt thereof to review and approvalapprove or disapprove of any such Change Orders. Contractor shall provide all applicable supporting data and information. Delay in approval of Tenant may disapprove a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposalfrom Landlord only if such Change Order would materially and adversely affect Base Building Improvements. If acceptedTenant does not notify Landlord of Tenant's disapproval within such five-business day period, the Town Tenant shall prepare the Change Order for the Contractor’s signature. The Town shall execute the be deemed to have approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a such Change Order.

Change Orders. A. In Once the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order Contract Documents have been approved by the Town. Contractor shall provide a complete breakdown of all labor Landlord and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this ContractTenant, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances Tenant-requested changes shall be made for overhead and profit. 2. If to the additional Contract Documents (“Change Orders”) without the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed to the extent that Landlord determines that such change does not include any work is not covered by unit prices, unit prices were not provided in that will or may (i) delay the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value substantial completion of the Tenant Improvements, (ii) affect the base Building structure, (iii) adversely affect any base Building system or (iv) be or become visible from outside the Premises, in which event Landlord shall have the right to grant or deny Landlord’s consent to such change prior to the issuance of the Change Order in Landlord’s sole and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time absolute discretion. All requests for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approvalin writing. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Landlord shall not be grounds responsible for a time extension or basis any delay in occupancy by Tenant of the Second Additional Premises, nor shall the Second Additional Premises Commencement Date be delayed, because of any changes to the Tenant’s Plans requested by Tenant after approval by Landlord and Tenant. Tenant shall be required to pay the costs incurred in connection with any changes to the Tenant’s Plans to Landlord, in full, within ten (10) days after invoice. Any costs payable by Tenant to Landlord under this Work Agreement shall be deemed to be Additional Rent under the Lease, and in the event of any default by Tenant in any payment thereof, Landlord shall (in addition to all other rights and remedies) have the same rights and remedies arising under the Lease in the event of a claim. The Town shall respond to default regarding the Contractor’s proposal within fourteen calendar (14) days payment of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderRent.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals with respect to items of work not shown on the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within five (5) business days after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs, which costs shall include a construction management fee equal to four percent (4%) of the Change Proposal (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). With respect to Change Proposals for which a response cannot covered by reasonably be developed within five (5) business days, Landlord shall within the Contractfive business-day response period advise Tenant of the steps necessary in order for Landlord to evaluate the Change Order Proposal and the date upon which Landlord’s Change Order Response will be delivered. Tenant shall have the right to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response (or Landlord’s notice that a Change Proposal could not be evaluated within the five business-day response period set forth above). If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or property, changes in Work shall not proceed without a If Tenant approves Landlord’s Change Order approved by Response, then such Change Proposal shall be deemed a “Change Order” hereunder and if the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order is made, then the Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has changes If Tenant requests any change, addition, alteration or deletion in the Work not covered by tenant improvement work following approval of the Contractdesign development documents, these changes will not invalidate or relieve Contractor from any guarantee it has given then Landlord shall promptly give Tenant a written estimate of the cost, if any, of the professional and other services required to prepare a change order and the time delay expected, if any, because of such request. If Tenant, in this Contract. These changes will not relieve writing, approved such cost and/or delay within five (5) business days, then Landlord shall have the Surety or Sureties of any bonds change order prepared, and all extra Work the cost thereof shall be performed under charged to the conditions of this Contracttenant improvement allowance, or, if the tenant improvement allowance was not sufficient to cover the cost to prepare the change order, then Tenant shall promptly forward a check made payable to Landlord. Except in an emergency endangering life or propertyThe delay, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs if any, associated with the Change Order request. The breakdown change order request shall include the Contractor’s allowance extend Landlord's time for overhead and profit not to exceed 10% completion of the net tenant improvements. Promptly upon the completion of a change order, Landlord shall notify Tenant in writing of the cost which would be chargeable or creditable to Tenant by reason of the change with Work provided directly by order and the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments time delay expected because of the contract price change order. Tenant shall, within five (5) business days, notify Landlord in writing whether it desires to proceed with the change order. If Tenant notifies Landlord that it desires to proceed with the change order, then the cost thereof shall be valid unless appropriately charged or credited to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit pricestenant improvement allowance, or can be subsequently agreed if the tenant improvement allowance is not sufficient to by the Parties, cover the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agreeorder, then Town and Contractor may negotiate and agree upon the value of the change prior Tenant shall forward a check made payable to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered Landlord in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy change order cost upon completion of the approved Change Order to change order work. The delay, if any, associated with the Suretychange order work shall extend Landlord's time for completion of the tenant improvements. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.LEASE EXHIBIT E OPTION SPACE AND EXPANSION SPACE

Change Orders. A. In Any change order (“Change Order”) to the event Town has changes Landlord Improvements and Tenant Improvements and/or any portions of the Improvements applicable to the portions of the Building and the Project that are intended for the use and benefit of Tenant may be initiated by Landlord or Tenant; provided, however, such Change Orders will be subject to Landlord’s and Tenant’s prior written approval, which approval will not be unreasonably withheld, delayed, or conditioned so long as such Changer Order (i) is required by applicable law, (ii) does not increase the costs of the Landlord Improvements or Tenant Improvements (unless the party requesting the Change Order agrees to pay for the increase in the costs of construction), or (iii) does not result in significant delays to the Work Schedule. Any delays in the Work not covered Schedule caused directly and specifically by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved initiated or caused by Landlord or Tenant will be the Townresponsibility of the party requesting the Change Order. Contractor shall provide If Landlord or Tenant fails to approve or disapprove of a complete breakdown written notice of all labor and material costs a proposed Change Order within ten (10) business days after the receipt of the request to proceed with the Change Order request. The breakdown shall include (together with the Contractor’s allowance for overhead support documentation and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined information specified in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the PartiesSection 10), the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the proposed Change Order and the Change Order shall identify the corresponding lump sum adjustment will be deemed conclusively to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has have been identifiedapproved. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in Upon approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for that results in a time extension or basis Tenant Construction Delay then, at the election of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If acceptedLandlord, the Town applicable time tables, deadlines, and critical milestones provided in the Work Schedule will be extended or advanced by the appropriate number of days and the Work Schedule shall prepare the be deemed modified in accordance therewith. Landlord shall provide written notice to Tenant if any Change Order for the Contractor’s signaturewill result in a Tenant Construction Delay. The Town shall execute the approved Change Order within seven (7) days Additionally, upon approval of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Partiesthat requires adjustments, nothing in this Contract shall preclude the Town from performingmodifications, or having performedrevisions to the previously approved Landlord Improvement Plans or the Tenant Improvement Plans, then the Work requested Landlord Improvement Plans or the Tenant Improvement Plans, as applicable, shall be deemed modified and approved in a accordance with the Change Order.

Change Orders. A. In 1.2.4.1 Landlord may make changes to the event Town has changes Approved Construction Documents in accordance with the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions provisions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractSection 1.2.4. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in Landlord desires to make a change to the proposal or bid and the additional work is covered by those unit pricesApproved Construction Documents, or can be subsequently agreed to by the Parties, the cost Landlord shall deliver notice of the proposed change to Tenant, together with any material drawings, specifications and other documents necessary to show or describe the proposed change (“Change Order Documents”) (provided, however, Landlord shall not be computed by application of the unit prices based on quantitiesheld liable to any Tenant Party if Landlord, absent bad faith, inadvertently delivers to Tenant incomplete or Change Order Documents in connection with such change). If this method Landlord’s proposed change is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the a material change prior to the issuance Approved Construction Documents, Landlord shall deliver a copy to Tenant of the Change Order Documents. As used herein, the term “material change” means a change to the Approved Construction Documents that: (a) directly and materially affects Tenant’s ability to grow and process sapphire boules in the Premises in accordance with the delivery schedule set forth in the MDSA SOW; or (b) requires the movement of manufacturing materials or Goods (as defined in the MDSA) in the Premises in an manner which would interrupt Tenant’s sapphire manufacturing process. If, within three (3) Business Days after the delivery of such Change Order Documents showing or describing the proposed material change to the Approved Construction Documents, Tenant gives notice to Landlord that Tenant objects to such change, which notice shall be accompanied by Tenant's recommendation of any modifications reasonably required to make the change acceptable to Tenant, then Landlord shall either withdraw the proposed change or modify the same in accordance with Tenant's recommendation. If Tenant fails to respond to Landlord within three (3) Business Days after Landlord delivers the Change Order shall identify the corresponding lump sum adjustment Documents, Tenant will be deemed to have approved such Change Order Documents. 1.2.4.2 Tenant may require Landlord to make changes to the contract price. C. In Approved Construction Documents if: (a) absent such changes to the event concealed conditions are discovered Approved Construction Documents: (i) Tenant’s ability to grow and process sapphire boules in the performance Premises in accordance with the delivery schedule set forth in the MDSA SOW would be directly and materially affected; or (ii) Tenant is required to move manufacturing materials or Goods in the Premises in a manner which would interrupt Tenant’s sapphire manufacturing process; (b) such changes comply with all Laws; (c) such changes are consistent with design review requirements of the Work below gradeMaster Developer and Governmental Authorities pursuant to applicable Law; (d) such changes are not inconsistent with any express provision of the Phasing Plan; (e) such changes do not materially reduce the quality of the Landlord Work, as determined by Landlord in its reasonable discretion; and (f) Tenant is responsible for all costs and expenses and all delays resulting from such change, including without limitation costs or expenses relating to: (1) any additional architectural or engineering services and related design expenses, (2) any changes to materials in process of fabrication, (3) cancellation or modification of supply or fabricating contracts, (4) removal or alteration of work or plans completed or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documentsprocess, and (5) delay claims made by any subcontractor (collectively, the contract sum “Cost and time for completion Delay Liability”). Tenant may not require Landlord to make any other change to the Approved Construction Documents without Landlord’s prior written approval, which approval may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedgranted or withheld in Landlord’s sole and absolute discretion. The cost Tenant shall be determined responsible for all Cost and Delay Liability as a result of any such change approved by one of the methods outlined in this ContractLandlord. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In If either party identifies a need to modify a Statement of Work, the event Town has changes identifying party will notify the other party in writing as soon as reasonably possible. Service Provider will use reasonable efforts to provide to Tectonic within [***] after receiving or providing the notice described above a written change order containing a description of the required modifications and their effect on the scope, fees (which, if to be performed beyond the initial term of the Statement of Work, will be subject to the rates for Professional Fees (as defined in Section 4.1) applicable to such time period) and timelines specified in the Statement of Work not covered by the Contract(each, these changes a “Change Order”). No Change Order will not invalidate or relieve Contractor from any guarantee be effective unless and until it has given in this Contractbeen signed by an authorized representative of each party. These changes will If Tectonic does not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without approve a Change Order approved by and has not terminated the TownStatement of Work, but still desires that the Statement of Work be modified, then the parties will use reasonable good faith efforts to agree on a Change Order that is mutually acceptable. Contractor shall provide a complete breakdown Service Provider will continue to work under the existing Statement of all labor Work during any such negotiations, to the extent such efforts are practicable and material costs would facilitate the completion of the work envisioned in the Statement of Work, but will not commence work in accordance with the Change Order requestuntil it is authorized in writing by Tectonic. The breakdown shall include Notwithstanding the Contractor’s allowance for overhead foregoing and profit not in order to exceed 10% expedite Services, Service Provider may email a summary of a proposed Change Order to Tectonic and written approval of such emailed Change Order summary by an authorized representative of Tectonic will be deemed approval by Tectonic of the net cost proposed change if, within [***] of the change with Work provided directly by the Contractor. For purposes receiving Tectonic’s written approval of this Contractsuch emailed Change Order, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Service Provider provides Tectonic a written Change Order and detailing the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered changes summarized in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from summary and the Contractorparties agree to and sign such Change Order. The Contractor shall notify its bonding company For any Change Order that affects the Contract has been changed by the amount scope of the Change Order regulatory obligations that have been transferred or delegated to Service Provider as set forth in Section 2.8 below, Service Provider and provide Tectonic will execute a copy of the approved Change Order corresponding amendment to the Surety. In form or document evidencing the event a Change Order cannot be agreed upon obligations transferred or delegated to the Service Provider and Tectonic or its designee will file such amendment where appropriate and as required by the Parties, nothing in this Contract shall preclude the Town from performing, applicable law or having performed, the Work requested in a Change Orderregulation.

Change Orders. A. In During the event Town has construction, Tenant may request changes in the Work Tenant Improvements from time to time. If Tenant desires to make a change in the Tenant Improvements, Tenant shall submit to Landlord, for its approval, a detailed description of the proposed change; Landlord agrees not covered by the Contract, these changes to unreasonably withhold or condition its approval so long as such requested change will not invalidate or relieve Contractor from any guarantee it has given result in this Contracta delay in completion of construction beyond the date required by Landlord’s construction financing. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost Within three (3) business days after receipt of the change with Work provided directly request, Landlord shall notify Tenant of its approval or disapproval unless Landlord shall reasonably request an extension of time to seven (7) business days for approval or disapproval; if Landlord fails to notify Tenant of its decision within said seven (7) business day period, then Landlord shall be deemed to have approved it. Upon approval or deemed approval of the change, said change shall be submitted to the contractor performing the Tenant Improvements for a determination of the cost to implement the change (taking into account any savings generated by the Contractor. For purposes change) and the impact, if any, on Substantial Completion of this Contract, “net cost” Landlord’s Work; Landlord shall mean the difference between all proper cost additions and deductions. No claim for adjustments use its best efforts to have contractor to provide such determination to Tenant within five (5) business days after receipt of the contract price shall be valid unless change request. If Tenant approves the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order cost and the impact, if any, on the Substantial Completion of Landlord’s Work, Landlord and Tenant shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1execute a written change order memorializing their agreement. If unit prices are quoted the change order(s), when taken together, result in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, an increase in the cost of the Tenant improvements, then Tenant agrees to pay the increase to Landlord as set forth in Section 2.1; and if the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit pricesorder(s), unit prices were not provided when taken together, result in a decrease in the proposal or bid, or the Parties mutually agreeCost Proposal, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order Landlord shall identify the corresponding lump sum make a further adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this ContractBase Rent to reflect such decrease. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has changes If Lessee desires to make any change in the Work not covered Plans which is reasonable and practical (which shall be conclusively determined by Lessor), such change may only be requested by the Contractdelivery to Lessor by Lessee of a proposed written "CHANGE ORDER" specifically setting forth the requested change. Lessor shall have five (5) days from the receipt of the proposed Change Order to provide Lessee with Lessor's disapproval of the proposed change stating the reason(s) for such disapproval, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve if Lessor approves the Surety or Sureties proposed change, the following items: (i) a summary of any bonds and all extra Work shall be performed under increase in the conditions of this Contract. Except in an emergency endangering life or propertycost caused by such change (the "CHANGE ORDER COST"), changes in Work shall not proceed without (ii) a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% statement of the net cost number of days of any delay caused by such proposed change (the change with Work provided directly by the Contractor. For purposes "CHANGE ORDER DELAY"), and (iii) a statement of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Change Order Delay (the "CHANGE ORDER DELAY EXPENSE"), which Change Order Delay Expense shall be computed by application the product of the unit prices based on quantitiesnumber of days of delay multiplied by Six Hundred Eighty Eight Dollars ($688). Lessee shall then have three (3) business days to approve the Change Order Cost, the Change Order Delay and the Change Order Delay Expense. If this method is used no additional allowances Lessee approves these items, Lessor shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of promptly execute the Change Order and cause the appropriate changes to the Plans to be made. If Lessee fails to respond to Lessor within said three (3) business day period, the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradeCost, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of Delay and the Change Order Delay Expense shall be deemed disapproved by Lessee and provide a copy of Lessor shall have no obligation to perform any work set forth in the approved proposed Change Order. The Change Order to Cost shall include all costs associated with the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order., including, without limitation, architectural fees, engineering

Change Orders. A. In After the event Town has Final Plans and Specifications are prepared and approved or deemed approved by Lessee, any changes requested thereto by Lessee shall be submitted to Lessor in writing in the Work not covered form of sufficient detail to allow Lessor's architect and engineer to prepare revised construction drawings and specifications thereof (a "Change Request"). Thereupon, Lessor may stop or delay any work that would be affected by the Contractchange and the Construction Completion Date will be extended by the time delay resulting therefrom. Lessor shall promptly price the costs effect of Lessee's requested changes, these changes and the estimated dollar impact on the Construction Cost Estimate (including collateral cost impact on soft-cost items), and shall submit the added cost estimate to Lessee together with the amount of delay in Substantial Completion that will not invalidate or relieve Contractor be caused thereby with respect to the Construction Completion Date (a "Change Impact Notice"), but it is agreed that the time delay in Substantial Completion resulting from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such change shall be performed under Lessee Delay for purposes hereof to the conditions extent set forth in the approved Change Impact Notice. Lessee shall notify Lessor in writing of this Contractits election to proceed with the change within five (5) days after receipt of Lessor's Change Impact Notice, or Lessor may presume Lessee is withdrawing the Change Request. Except in an emergency endangering life or property, changes in Work shall not If Lessee timely notifies Lessor that it desires to proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown Request, Lessor shall include make the Contractor’s allowance for overhead appropriate changes to the Final Plans and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this ContractSpecifications, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit pricesConstruction Cost Estimate will be deemed revised in accordance with Lessor's Change Impact Notice, or can be subsequently agreed to by the Partiesand Lessee will, within three (3) business days thereafter, either (i) fund the cost of the change in advance out of its own funds, or Lessor may thereafter refuse to make the requested change, or (ii) waive the requirement for the changes called for in the Change Request. Lessee shall be computed by application deemed to have elected option (ii) if it fails to timely give notice of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitelection. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has All changes in the Work requested by Tenant shall require Landlord’s prior written consent, not covered to be unreasonably withheld. All Change Orders must be reviewed and approved by the ContractLandlord and Tenant, these changes which review and approval will not invalidate be unreasonably withheld (subject to Section 2.07 below with respect to Landlord). Landlord shall use commercially reasonable efforts to review and approve or relieve Contractor from any guarantee it has given in this Contractdisapprove each Change Order within five (5) business days after receiving a Change Order. These changes will not relieve the Surety If Landlord fails to approve or Sureties of any bonds and all extra Work disapprove a Change Order within such five-business-day period, Landlord shall be performed under deemed to have disapproved the conditions Change Order. If Landlord approves any Change Order, and if such Change Order increases or decreases the cost of this Contract. Except constructing Landlord’s Work, Landlord shall prepare and deliver to Tenant a revised bid evidencing the total costs of such Change Order, which will include any amounts incurred by Landlord in an emergency endangering life or propertyreviewing the requested changes and revising the Approved Construction Drawings and the fee provided below; provided, changes in Work however, that Landlord shall not proceed without a execute or otherwise authorize any Change Order with Contractor unless and until Tenant has approved such revised bid in writing, which approval shall not be unreasonably withheld, conditioned, or delayed. Tenant shall review, comment on, or approve such Change Order within three (3) calendar days after receiving the same from Landlord. If Tenant fails to comment on or approve such Change Order within such 3-day period, such Change Order shall be deemed approved by Tenant for all purposes hereunder. Should any Change Order approved by Tenant modify the TownApproved Construction Drawings, Tenant shall pay all additional costs thereby incurred by Landlord, plus a fee of three percent (3%) of the additional cost for Landlord’s cost of coordination, supervision and overhead resulting from the revision to the Approved Construction Drawings, excluding any additional architectural and/or engineering fees. Contractor All revised or additional Construction Drawings are subject to Landlord’s prior review and written approval. Landlord shall provide use commercially reasonable efforts to review and approve or disapprove any revised or additional Construction Drawings within five (5) business days after receipt thereof. If Landlord fails to approve or disapprove any revised or additional Construction Drawings within such five-business-day period, Landlord shall be deemed to have disapproved the applicable revised or additional Construction Drawings. If and when approved or deemed to have been approved by Landlord, such revised or additional Construction Drawings shall constitute part of the Approved Construction Drawings. Prior to commencement of construction or installation of any of Landlord’s Work provided in any Tenant approved Change Order, Tenant shall execute and deliver to Landlord a complete breakdown revised T.E.A. reflecting any increases or decreases in the cost to Landlord of all labor constructing Landlord’s Work. Notwithstanding anything contained herein, if Tenant fails to approve any Change Order, and material costs if Landlord, in its reasonable judgment, believes that it would be unwise or inefficient to continue with the Landlord’s Work until the issues relating to such Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agreehave been resolved, then Town and Contractor Landlord may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in halt the performance of the Landlord’s Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and until such time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare as the Change Order for is either mutually approved by Landlord and Tenant or Landlord and Tenant mutually agree to proceed with the ContractorLandlord’s signature. The Town shall execute the approved Work without such Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount Order, and any resulting delay in achieving Substantial Completion of the Change Order and provide Landlord’s Work shall be deemed to be a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderTenant Delay.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to the preparation of the Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Expansion Premises 2 Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.4 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In During the event Town has construction, Tenant may request changes in the Work Tenant Improvements from time to time. If Tenant desires to make a change in the Tenant Improvements, Tenant shall submit to Landlord, for its approval, a detailed description of the proposed change; Landlord agrees not covered by the Contract, these changes to unreasonably withhold or condition its approval so long as such requested change will not invalidate or relieve Contractor from any guarantee it has given result in this Contracta delay in completion of construction beyond the date required by Landlord’s construction financing. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost Within three (3) business days after receipt of the change with Work provided directly request, Landlord shall notify Tenant of its approval or disapproval unless Landlord shall reasonably request an extension of time to seven (7) business days for approval or disapproval; if Landlord fails to notify Tenant of its decision within said seven (7) business day period, then Landlord shall be deemed to have approved it. Upon approval or deemed approval of the change, said change shall be submitted to the contractor performing the Tenant Improvements for a determination of the cost to implement the change (taking into account any savings generated by the Contractor. For purposes change) and the impact, if any, on Substantial Completion of this Contract, “net cost” Landlord’s Work; Landlord shall mean the difference between all proper cost additions and deductions. No claim for adjustments use its best efforts to have contractor to provide such determination to Tenant within five (5) business days after receipt of the contract price shall be valid unless change request. If Tenant approves the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order cost and the impact, if any, on the Substantial Completion of Landlord’s Work, Landlord and Tenant shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1execute a written change order memorializing their agreement. If unit prices are quoted the change order(s), when taken together, result in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, an increase in the cost of the Tenant Improvements, then Tenant agrees to pay the increase to Landlord as set forth in Section 2.1; and if the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit pricesorder(s), unit prices were not provided when taken together, result in a decrease in the proposal or bid, or the Parties mutually agreeCost Proposal, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order Landlord shall identify the corresponding lump sum make a further adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this ContractBase Rent to reflect such decrease. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Except as provided below, all Change Orders (and documentation substantiating the event Town has need and identifying the source of funding therefor) relating to material changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall Project must be submitted by the Contractor for Developer to DOH concurrently with the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay progress reports described in approval of a Section 3.07 hereof; provided, that any Change Order due relating to Contractorany of the following must be submitted to DOH for DOH's prior written approval: (a) a 5% or more reduction in the square footage of the Buildings or the elimination of any accessibility or adaptability features; (b) a change in the use of the Property to a use other than residential; (c) a delay of more than 30 days in meeting any Section 3.01 deadline; or (d) Change Orders costing more than $100,000 each, or more than $300,000 in aggregate. DOH shall give or deny such approval within 15 days of its receipt of such written request and DOH’s failure to submit proper documentation act within such 15 day period shall be deemed an approval as to matters described in clauses (c) and (d) if the Developer’s written request states in boldface, capitalized type, “IF THE DEPARTMENT OF HOUSING FAILS TO GIVE OR DENY ITS APPROVAL TO THE CHANGE ORDER REFERRED TO HEREIN WITHIN 15 DAYS OF ITS RECEIPT OF THIS WRITTEN NOTICE, SUCH APPROVAL SHALL BE DEEMED GRANTED PURSUANT TO SECTION 3.04 OF THE ARCHES AT OAKWOOD SHORES TRANSFORMATION PROJECT REDEVELOPMENT AGREEMENT.” Failure of DOH to act within 15 days as to matters described in clauses (a) and (b) shall be deemed a denial of approval. The Developer shall not authorize or permit the performance of any work relating to any Change Order (to the extent required in this section) or the furnishing of materials in connection therewith prior to the receipt of DOH's written approval. An approved Change Order shall not be grounds for a time extension or basis of a claim. The Town shall respond deemed to imply any obligation on the Contractor’s proposal within fourteen calendar (14) days of receipt part of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by City to increase the amount of City financial assistance provided under this Agreement. Notwithstanding anything to the contrary in this Section 3.04, DOH shall be notified of all Change Order and provide a copy Orders that do not require DOH's prior written approval under this Section 3.04 as part of the approved Change Order progress reports delivered under Section 3.07. Notwithstanding the above, no prior DOH approvals shall be necessary for the performance of any work required due to emergency conditions where the Surety. In the event a Change Order cannot be agreed upon by the Partiespublic’s health, nothing in this Contract shall preclude the Town from performing, safety or having performed, the Work requested in a Change Orderwelfare is jeopardized.

Change Orders. A. In the event Town has changes If Lessee desires to make any change in the Work not covered Plans which is reasonable and practical (which shall be conclusively determined by Lessor), such change may only be requested by the Contractdelivery to Lessor by Lessee of a proposed written "CHANGE ORDER" specifically setting forth the requested change. Lessor shall have five (5) days from the receipt of the proposed Change Order to provide Lessee with Lessor's disapproval of the proposed change stating the reason(s) for such disapproval, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve if Lessor approves the Surety or Sureties proposed change, the following items: (i) a summary of any bonds and all extra Work shall be performed under increase in the conditions of this Contract. Except in an emergency endangering life or propertycost caused by such change (the "CHANGE ORDER COST"), changes in Work shall not proceed without (ii) a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% statement of the net cost number of days of any delay caused by such proposed change (the change with Work provided directly by the Contractor. For purposes "CHANGE ORDER DELAY"), and (iii) a statement of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Change Order Delay (the "CHANGE ORDER DELAY EXPENSE"), which Change Order Delay Expense shall be computed by application the product of the unit prices based on quantitiesnumber of days of delay multiplied by Six Hundred Eighty Eight Dollars ($688). Lessee shall then have three (3) business days to approve the Change Order Cost, the Change Order Delay and the Change Order Delay Expense. If this method is used no additional allowances Lessee approves these items, Lessor shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of promptly execute the Change Order and cause the appropriate changes to the Plans to be made. If Lessee fails to respond to Lessor within said three (3) business day period, the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradeCost, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of Delay and the Change Order Delay Expense shall be deemed disapproved by Lessee and provide a copy of Lessor shall have no obligation to perform any work set forth in the approved proposed Change Order. The Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract Cost shall preclude the Town from performing, or having performed, the Work requested in a Change Order.include all

Change Orders. A. If the Tenant requests any change, addition or alteration to the Final Plans or in Landlord's construction and completion of the Tenant Improvements ("Changes"), Landlord shall promptly give Tenant an estimate of the cost of such Changes and the resulting delay in the delivery of the Premises to Tenant Within two (2) days after Tena▇▇'▇ ▇eceipt of such written estimate from Landlord, Tenant shall give Landlord written notice indicating whether or not Tenant elects to proceed with any such Changes. If Tenant elects to proceed with such Changes and if, and only if, Landlord approves such Changes, Landlord shall, at Tenants sole cost land expense, promptly make such Changes. If Tenant elects not to proceed with such Changes or fails to timely notify Landlord of Tenant's election within such two (2) day period, Landlord shall complete the Tenant Improvements in the Premises without making such Changes. In the event Town has changes in Tenant desires to proceed with such changes, no different work shall be done unless and until Tenant shall first execute a written agreement concerning the Work not covered scope of the revised work or materials desired by Tena▇▇, ▇▇st of such work or materials and the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties effect of any bonds and all extra Work shall be performed under the conditions of this Contractresulting delay (each, a "Change Order"). Except in an emergency endangering life or propertyFurther, changes in Work shall not proceed without a Change Order approved by shall be required and executed in the Townevent Tenant selects materials or quantities that differ from those specified in the Final Plans. Contractor shall provide a complete breakdown of all All costs for labor and material costs with the materials resulting from a Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this ContractOrder, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine including the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered all plans prepared pursuant thereto, shall be billed directly to Tenant by those unit prices, or can be subsequently agreed to by the Parties, the cost Landlord upon completion of construction of the change Tenant Improvements, and Tenant shall be computed by application pay the amount of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made such bill as Additional Rent within thirty (30) days after the condition has been identifiedreceipt thereof. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of All Work required pursuant to a Change Order due to Contractor’s failure to submit proper documentation shall be undertaken by Landlord's contractor or its subcontractor and not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderTenant.

Change Orders. A. If, after preparation and review of the Leasehold Plans, Tenant requests any change or addition to the work and materials to be provided pursuant to the Leasehold Plans, then such change order shall require Landlord's approval. Tenant shall be responsible for any delay in completion of Landlord's Work resulting from any change order requested by Tenant. In addition, in the event Town has changes in a change order requested by Tenant with respect to the Work not covered Leasehold Plans causes the Leasehold Cost to exceed the amount of the Improvements Allowance, then all additional expenses attributable to any such change or addition requested by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds Tenant and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not Landlord, including Landlord's construction management fee equal to exceed 10% three percent (3%) of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined increase in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Leasehold Work shall be computed payable by application Tenant, within ten (10) days after Landlord's submission of a statement of the unit prices based on quantitiesadditional expenses attributable to such change order, as additional rent. If this method is used no additional allowances The Leasehold Architect (and after commencement of construction of the Leasehold Work only, the Leasehold Contractor) shall be responsible to coordinate the Leasehold Plans with field conditions. Landlord may make reasonable field substitutions (i.e., by substituting materials of comparable or better quality, cost and performance specifications) for materials specified in the Leasehold Plans if any materials specified in the Leasehold Plans cannot reasonably be obtained at the job site in time to be incorporated into the Leasehold Work in the normal progression and diligent prosecution of the Leasehold Work. No material substitutions shall be made for overhead without Tenant's prior approval; however, if Tenant withholds or delays its approval, any delay in obtaining and profit. 2. If incorporating the additional originally specified materials (and any consequent delay in completing other work that appropriately must follow incorporation of such delayed materials into the Leasehold Work) that is not covered necessitated by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value any default of the contractor shall be deemed a Tenant Delay. As promptly as possible under the circumstances, after receiving a request for a change prior or addition to the issuance Leasehold Plans and Leasehold Work, Landlord shall furnish Tenant with a proposal setting forth in reasonable detail the Leasehold Contractor's good faith estimate of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.additive or

Change Orders. A. In If Tenant shall request any changes to Landlord’s Work (“Change Orders”) that are approved by Landlord, Landlord shall have any necessary revisions to the plans for Landlord’s Work prepared at Tenant’s sole cost and expense, and Tenant shall reimburse Landlord from the Construction Allowance or, in the event Town that the Construction Allowance has changes been expended, upon demand for the cost of preparing any such revisions. In addition, Landlord shall notify Tenant in writing of Landlord’s estimate of the cost of completing the work set forth in the Work not covered by Change Orders, which shall include a construction management fee payable to Landlord for its coordination and review of the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except Change Orders in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not amount equal to exceed 104% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance hard construction costs of the Change Order and (“Excess Cost”). Landlord reserves the Change Order shall identify the corresponding lump sum adjustment right to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due require Tenant to Contractor’s failure pay to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by Landlord the amount of the estimated Excess Cost before continuing with Landlord’s Work. If Tenant fails to pay the amount so demanded by Landlord within five (5) business days after such demand, Landlord reserves the right to withdraw its approval of the applicable Change Order and provide a copy to proceed with Landlord’s Work without regard to any changes encompassed by such Change Order. If, upon completion of Landlord’s Work, Landlord determines that the Excess Cost in connection with Change Orders exceeds the amount of Excess Cost theretofore paid by Tenant to Landlord, Tenant shall, within five (5) business days after Landlord’s demand, pay the balance of the approved Change Order Excess Cost to Landlord. Excess Costs constitute Rent payable pursuant to the Surety. In Lease, and the event failure to timely pay same constitutes a Change Order cannot be agreed upon by default under the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderLease.

Change Orders. A. In 3.1 Tenant shall not request or make any changes or substitutions to the event Town has Approved Construction Drawings (a “Change Order”) without Landlord’s prior written approval, which approval shall not be unreasonably withheld; provided, however, that Landlord may disapprove, in its sole and absolute discretion, any such changes in or substitutions that: (a) do not conform to applicable Laws or are disapproved by any governmental agency; (b) require power consumption Exhibit D, Page 8 and/or Building services beyond the Work not covered by level normally provided to the Contract, these changes will not invalidate Building; or relieve Contractor from any guarantee it has given (c) overload the floors. 3.2 Without limiting the foregoing or anything else in this Contract. These Work Letter, if Tenant hereafter proposes changes will not relieve to the Surety or Sureties of any bonds and all extra Work shall be performed under Approved Construction Drawings (each, a “Voluntary Change Order”), then, to the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a extent such Voluntary Change Order approved by affects the Town. Contractor Landlord’s Work, Landlord shall provide give Tenant a complete breakdown written estimate of all labor (i) the cost of engineering and material costs with design services and the construction contractor services to prepare a Voluntary Change Order in accordance with such request. The breakdown shall include ; and (ii) the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall work to be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order such Voluntary Change Order (“Excess Costs”), which excess costs shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized include a construction management fee payable to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid Landlord for its coordination and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost review of the change shall be computed by application Voluntary Change Order in an amount equal to two percent (2%) of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value hard construction costs of the change prior to Voluntary Change Order; and (iii) the issuance time delay expected because of the such requested Voluntary Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty Order. Within ten (3010) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Townfollowing Tenant’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposalforegoing written estimate, Tenant shall notify Landlord in writing whether it approves such written estimate. If acceptedTenant approves such written estimate, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order then Tenant shall, within seven ten (710) days thereafter, deliver by good check made payable to the order of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed Landlord or by Federal wire transfer the amount of the Excess Costs, and the foregoing shall constitute Landlord’s authorization to proceed with the Voluntary Change Order. If such written authorization is not received by Landlord within such ten (10) day period, then Landlord shall not be obligated to prepare the Voluntary Change Order or perform any work in connection therewith. Upon completion of the work of the Voluntary Change Order and provide a copy submission of the approved Change Order final cost thereof by Landlord to Tenant, Tenant shall promptly pay to Landlord any costs in excess of the Surety. In Excess Costs paid by Tenant which were incurred or otherwise paid by Landlord in completing the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Voluntary Change Order. 3.3 If any changes to the Approved Construction Drawings are necessitated as a result of the insufficiency thereof (each, a “Involuntary Change Order”), and such Involuntary Change Order affects the Landlord’s Work and will result in costs in excess of the Turnkey Improvement Allowance, then Tenant shall pay the applicable Excess Costs within ten (10) days following Tenant’s receipt of Landlord’s written demand by good check made payable to the order of Landlord or by Federal wire transfer the amount of the Excess Costs. Upon completion of the work of the Involuntary Change Order and submission of the final cost thereof by Landlord to Tenant, Tenant shall promptly pay to Landlord any costs in excess of the Excess Costs paid by Tenant which were incurred or otherwise paid by Landlord in completing the Involuntary Change Order. If an Involuntary Change Order only affects the Tenant’s Work, then Tenant shall be solely responsible for all costs and expenses thereof subject, however, to the Tenant’s Work Allowance.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals with respect to items of work not shown on the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs which costs shall include a construction management fee equal to 3% of the Change Proposal (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or property, changes in Work shall not proceed without a If Tenant approves Landlord’s Change Order approved by Response, then such Change Proposal shall be deemed a “Change Order” hereunder and if the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order is made, then the Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant may request changes in the Work final Construction Documents from time to time during construction of the Initial Tenant Improvements by submitting a written request describing any proposed change to Landlord (a “Tenant Change Proposal”). Any Tenant Change Proposal must be approved by Landlord, which approval shall not covered by be unreasonably withheld or delayed. Any increase or decrease in the ContractProject Cost which results from a Tenant Change Proposal, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work if implemented, shall be performed under added to or subtracted from Tenant’s Contribution to the conditions of this ContractProject Cost, as the case may be. Except in an emergency endangering life Landlord shall give notice back to Tenant responding to the Tenant Change Proposal within ten (10) business days after Landlord’s receipt thereof, specifying the increase or propertydecrease, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractif any, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid Project Cost and the additional work date of Substantial Completion (as defined above), whichever is covered or are applicable, which would result from the subject Tenant Change Proposal, as determined by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices Landlord reasonably and in good faith based on quantities. If this method is used no additional allowances shall be made for overhead cost and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided time estimation methods customarily utilized in the proposal construction industry (the “Landlord’s Proposed Pricing/Timing Adjustment”). Tenant shall give notice back to Landlord approving or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made disapproving Landlord’s Proposed Pricing/Timing Adjustment within thirty five (305) days after Tenant’s receipt thereof. If Tenant approves Landlord’s Proposed Pricing/Timing Adjustment, the condition has been identified. The cost subject Tenant Change Proposal shall become a change order and be incorporated into the final Construction Documents executed in the construction of the Initial Tenant Improvements (a “Tenant Change Order”), and the Project Cost, Scheduled Commencement Date and/or Outside Date, as applicable, shall be determined by one of adjusted as set forth in the methods outlined in this Contract. D. Change Orders shall be submitted by Landlord’s Proposed Pricing/Timing Adjustment. If Tenant disapproves or does not timely respond to the Contractor for Landlord’s Proposed Pricing/Timing Adjustment, then the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation final Construction Documents shall not be grounds for a time extension or basis of a claim. The Town modified, the Initial Tenant Improvements shall respond be constructed without regard to the Contractor’s proposal within fourteen calendar Tenant Change Proposal and the aforesaid cost estimates, contributions and completion dates shall all remain unmodified (14) days provided that any delay beyond the deadlines set forth in the Work Schedule as a result of receipt of the proposalsuch Tenant Change Proposal shall be deemed a Tenant Delay). If accepted, the Town Landlord shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by authorized to make any changes in the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderfinal Construction Documents.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the "Drawing Change Notice") of the same to Landlord, setting forth in detail the proposed changes (the "Tenant Change") Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord's approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord's rights under Section 3.4 of this Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord's disapproval. If Landlord fails to notify Tenant of Landlord's approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a "Tenant Change Second Request") that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: "THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE." If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this ContractSection 4.2.1 below. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant may request changes in Landlord’s Relocation Premises Work from that provided for in the Work not covered Plans by giving Landlord written notice of the Contractproposed change(s) with such details, these changes will not invalidate plans and specifications as may be required by Landlord. In response to such request by Tenant, Landlord shall, within five (5) Business Days after Landlord’s receipt of such request, provide Tenant with a proposed change order, setting forth (i) the change in the Buildout Costs due to such change(s), (ii) the expected delay beyond the Estimated Delivery Date, if any, in achieving Substantial Completion in connection therewith and (iii) any conditions imposed by Landlord in connection therewith. Tenant shall, within five (5) Business Days after receipt of a proposed change order, either reject or relieve Contractor from any guarantee it has given in this Contractaccept it. These changes will not relieve If Tenant rejects a proposed change order (or fails to respond within the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or propertyspecified period), changes in Landlord’s Relocation Premises Work shall not proceed without be changed. If Tenant approves a Change Order approved by proposed change order, then (x) Tenant shall execute the Town. Contractor shall provide proposed change order and deliver a complete breakdown signed original thereof to Landlord within the specified five (5) Business Day period, together with payment of all labor and material costs with the Change Order request. The breakdown shall include the Contractor(1) any increase in Tenant’s allowance for overhead and profit not Contribution due to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractorder and (2) a commitment to pay, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond billing therefor, an amount equal to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the per diem amount of the Change Order and provide a copy of Fixed Rent for any delay that actually occurs in achieving Substantial Completion by the approved Change Order Estimated Delivery Date to the Surety. In extent such delay is due to Tenant’s request changes, and (y) the event a Change Order cannot Estimated Delivery Date shall be agreed upon by extended for the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderperiod of delay specified per clause (ii) above.

Change Orders. A. In If Tenant requests any change, addition or deletion to the event Town has changes in the Work not covered by the ContractFinal Plans (collectively referred to as a “Change Order”), these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work then a request for such Change Order shall be performed under submitted to Landlord for Landlord’s approval. Landlord shall not unreasonably withhold its consent to any requested Change Order in accordance with the conditions standards set forth in Section 2.2 of this Contract. Except in an emergency endangering life Work Letter, and grant or property, changes in Work shall not proceed without deny its consent thereto within (x) five (5) Business Days after Landlord’s receipt of a Change Order which satisfies all of the Reasonable Alteration Conditions, or (y) ten (10) Business Days after Landlord’s receipt of a Change Order which does not satisfy all of the Reasonable Alteration Conditions and if such change is material or extensive, such additional time as may be reasonably required to respond based on the magnitude of such change. Any Design Problem shall be handled in accordance with the correction procedures established therefor in Section 2.2 of this Work Letter. If a Change Order is approved by the Town. Contractor shall provide a complete breakdown Landlord, Landlord shall, together with its notice of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% approval, notify Tenant of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractits reasonable, good faith estimate (collectively, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine Landlord’s Change Estimate”) of: (i) the cost which will be chargeable to Tenant as a result of changes: 1. If unit prices are quoted in such Change Order, which cost shall the proposal or bid and the actual additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the out-of-pocket incremental cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and (without additional ▇▇▇▇-up paid directly to Landlord), taking into account any costs savings as the result of such Change Order and payable by Tenant to Landlord in connection with such Change Order (“Change Cost”) and (ii) the delay, if any, in Substantial Completion of Landlord’s Expansion Premises Work (which shall identify include, without limitation, any additional time taken to renew such Change Order and revised plans and/or to obtain required permits or file documents with the corresponding lump sum adjustment NYC DOB, which Landlord shall diligently pursue) by reason of such Change Order (and shall be deemed a Tenant Delay for such delay period subject to the contract price. C. In the event concealed conditions are discovered Landlord’s ). Such Change Cost shall include, without limitation, all actual out of pocket costs reasonably incurred by Landlord as a result of any such delay in the performance completion of the Landlord’s Expansion Premises Work below gradedirectly resulting from such Change Order, if any, and so specified in Landlord’s Change Estimate. Tenant shall within two (2) Business Days after Landlord’s delivery to Tenant of Landlord’s Change Estimate, notify Landlord in writing whether it desires to proceed with such Change Order. Tenant shall not make any changes to (or in that affect beyond a de minimis extent) Landlord’s Base Building Work. If such Change Orders increase the event concealed or unknown conditions in an existing structure vary from cost of constructing the conditions indicated in Landlord’s Expansion Premises Work shown on the Contract DocumentsFinal Plans, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The such cost shall be determined added to the cost of Landlord’s Expansion Premises Work and paid by one the parties in accordance with this Exhibit M, subject in all events to the Landlord’s Contribution. Landlord may, in the exercise of its sole and absolute discretion, disapprove any proposed Change Order which do not satisfy all of the methods outlined in this Contract. D. Change Orders shall be submitted by Reasonable Alteration Conditions. All reasonable and actual delays to the Contractor for the TownSubstantial Completion Landlord’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of Expansion Premises Work resulting from a Change Order due to Contractor’s failure to submit proper documentation submission review (whether or not Landlord proceeds with such change) shall not be grounds for deemed a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderTenant Delay.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals with respect to items of work not shown on the Additional Premises Plan (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs which costs shall include a construction management fee equal to 6% of the Change Proposal (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Additional Premises Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or property, changes in Work shall not proceed without a If Tenant approves Landlord’s Change Order approved by Response, then such Change Proposal shall be deemed a “Change Order” hereunder and if the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order is made, then the Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid as Tenant Plan Excess Costs in the net cost of the change with Work provided directly by the Contractor. For purposes manner set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant may request any change, addition or alteration to the event Town has changes Plans (a “Change Order”) by delivering to Landlord a written request therefor together with complete working drawings and specifications, to the extent applicable, showing the change, addition or alteration, provided that such change, addition or alteration does not (i) involve Disapproved Design Criteria (as defined below) or (ii) individually or, together with other changes, additions or alterations, in the Work not covered aggregate result in the construction of the Tenant Improvements being of lesser quality than the Tenant Improvements as described in the Plans. Landlord shall promptly, following receipt of such request, give Tenant a written description of (a) modifications or revisions required by Landlord in order to approve the ContractChange Order, these changes will not invalidate (b) the Tenant Delay because of such Change Order, and (c) an itemized binding estimate of the cost of implementing the Change Order. Within five (5) days after such description and estimate, ▇▇▇▇▇▇ shall deliver to Landlord written notice either granting or relieve Contractor from any guarantee it has given in withholding authorization to proceed with the performance of the work shown on the requested Change Order. If no such authorization is received by Landlord within this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work five (5) business day period, Tenant shall be performed under deemed to have withheld authorization to proceed with the conditions performance of this Contractthe work shown on the Change Order. Except The cost of the work in an emergency endangering life or propertythe amount set forth on the Change Order shall be due and payable to Landlord upon, changes in Work shall not proceed without and a condition precedent to the effectiveness of, ▇▇▇▇▇▇’s written approval of the Change Order. Upon receipt of a Change Order approved by request, Landlord shall be entitled to stop the Town. Contractor shall provide a complete breakdown of all labor and material costs with Tenant Improvement construction if, in Landlord’s reasonable judgment, it is necessary to halt construction to accommodate the Change Order request. The breakdown Such delays in construction shall include be considered a Tenant Delay. No deviations will be permitted from “building standard work” except as approved in writing by Landlord and which approval may be withheld in Landlord’s good faith discretion. Landlord shall not be required to approve any “building non-standard” work that: (i) does not conform to applicable statutes, ordinances or regulations or is disapproved by any governmental agency, (ii) requires building service beyond the Contractorlevel normally provided to other tenants in the Project, (iii) overloads the floors, (iv) may, as determined by Landlord in Landlord’s allowance for overhead and profit not to exceed 10% good faith discretion, adversely impact the structure of the net cost Building or any of the change with Work provided directly by Building systems, (v) can be seen from the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments exterior of the contract price shall be valid Building, (vi) increase any of Landlord’s costs (unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit pricesTenant pays for such increase), or can be subsequently agreed to by (vii) is, in Landlord’s sole and absolute discretion, of a nature or quality that is inconsistent with the Parties, objectives of Landlord for the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedProject. The cost shall be determined by one categories described in preceding clauses (i) through (vii) inclusive are hereinafter collectively referred to as “Disapproved Design Criteria.” Any dispute between Landlord and Tenant regarding or arising out of the methods outlined in this Contract. D. Plans or any Change Orders shall be submitted resolved by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performingProject Architect, or having performedany replacement Project Architect selected by Landlord, the Work requested in a Change Orderwhose determination shall be final.

Change Orders. A. In 1.2.4.1 Landlord may make changes to the event Town has changes Approved Construction Documents in accordance with the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions provisions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractSection 1.2.4. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in Landlord desires to make a change to the proposal or bid and the additional work is covered by those unit pricesApproved Construction Documents, or can be subsequently agreed to by the Parties, the cost Landlord shall deliver notice of the proposed change to Tenant, together with any material drawings, specifications and other documents necessary to show or describe the proposed change (“Change Order Documents”) (provided, however, Landlord shall not be computed by application of the unit prices based on quantitiesheld liable to any Tenant Party if Landlord, absent bad faith, inadvertently delivers to Tenant incomplete or Change Order Documents in connection with such change). If this method Landlord’s proposed change is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the a material change prior to the issuance Approved Construction Documents, Landlord shall deliver a copy to Tenant of the Change Order Documents. As used herein, the term “material change” means a change to the Approved Construction Documents that: (a) directly and materially affects Tenant’s ability to grow and process sapphire boules in the Premises in accordance with the delivery schedule set forth in the MDSA SOW; or (b) requires the movement of manufacturing materials or Goods (as defined in the MDSA) in the Premises in an manner which would interrupt Tenant’s sapphire manufacturing process. If, within three (3) Business Days after the delivery of such Change Order Documents showing or describing the proposed material change to the Approved Construction Documents, Tenant gives notice to Landlord that Tenant objects to such change, which notice shall be accompanied by Tenant’s recommendation of any modifications reasonably required to make the change acceptable to Tenant, then Landlord shall either withdraw the proposed change or modify the same in accordance with Tenant’s recommendation. If Tenant fails to respond to Landlord within three (3) Business Days after Landlord delivers the Change Order shall identify Documents, Tenant will be deemed to have approved such Change Order Documents. [***] Portions of this exhibit have been redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the corresponding lump sum adjustment Commission 1.2.4.2 Tenant may require Landlord to make changes to the contract price. C. In Approved Construction Documents if: (a) absent such changes to the event concealed conditions are discovered Approved Construction Documents: (i) Tenant’s ability to grow and process sapphire boules in the performance Premises in accordance with the delivery schedule set forth in the MDSA SOW would be directly and materially affected; or (ii) Tenant is required to move manufacturing materials or Goods in the Premises in a manner which would interrupt Tenant’s sapphire manufacturing process; (b) such changes comply with all Laws; (c) such changes are consistent with design review requirements of the Work below gradeMaster Developer and Governmental Authorities pursuant to applicable Law; (d) such changes are not inconsistent with any express provision of the Phasing Plan; (e) such changes do not materially reduce the quality of the Landlord Work, as determined by Landlord in its reasonable discretion; and (f) Tenant is responsible for all costs and expenses and all delays resulting from such change, including without limitation costs or expenses relating to: (1) any additional architectural or engineering services and related design expenses, (2) any changes to materials in process of fabrication, (3) cancellation or modification of supply or fabricating contracts, (4) removal or alteration of work or plans completed or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documentsprocess, and (5) delay claims made by any subcontractor (collectively, the contract sum “Cost and time for completion Delay Liability”). Tenant may not require Landlord to make any other change to the Approved Construction Documents without Landlord’s prior written approval, which approval may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedgranted or withheld in Landlord’s sole and absolute discretion. The cost Tenant shall be determined responsible for all Cost and Delay Liability as a result of any such change approved by one of the methods outlined in this ContractLandlord. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In 5.1 COUNTY may request any Change Order by delivery to LESSOR and the event Town has Architect of a written request therefor, provided that such change, addition or alteration does not require any structural or exterior changes to the Project. LESSOR shall promptly, following receipt of such request, give COUNTY’s Representative a written description of (i) modifications or revisions required by LESSOR in order to approve the Work not covered Change Order, (ii) the COUNTY Delay expected because of such Change Order, and (iii) an itemized binding price for implementing the Change Order. The time period for LESSOR to respond to any request by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without COUNTY for a Change Order shall be sufficient to allow for the preparation of any and all plans and specifications required in order to effectuate the requested Change Order and the time for the preparation of such plans and specifications may constitute a COUNTY Delay for all purposes under the Lease. LESSOR recognizes that as a public entity COUNTY may be required to seek approval of its Board of Supervisors to authorize any such Change Order, however COUNTY also recognizes it may be liable for any corresponding COUNTY Delays arising out of seeking such approval, which may be deemed a COUNTY Delay for all purposes under the Lease. Within three (3) business days following LESSOR’s delivery of such description and price, COUNTY’s Representative shall deliver to LESSOR written notice either granting or withholding authorization to proceed with the performance of the work shown on the requested Change Order. If no such authorization is received by LESSOR within such three (3) business day period, COUNTY shall be deemed to have withheld authorization to proceed with the performance of the work shown on the Change Order. If the Change Order as approved by COUNTY pursuant to the Townabove procedures results, in the opinion of the Architect, in the estimated Costs to exceed the Final Estimate (as may have, as of that time, been increased by any other duly approved Change Orders), then COUNTY shall pay the difference between the Allowance and the Additional Allowance, if utilized. Contractor LESSOR shall provide have no obligation to pay for the Costs of any such COUNTY requested Change Order to the extent such Change Order increases the actual costs of construction above the Allowance and the Additional Allowance, if utilized. Upon receipt of a complete breakdown of all labor and material costs with Change Order request, LESSOR shall be entitled to stop the Premises Improvements construction if, in LESSOR’s reasonable judgment, it is necessary to halt construction to accommodate the Change Order request, provided LESSOR shall have first advised COUNTY that said Change Order, if implemented or considered pursuant to the above procedures, shall cause such a halt in construction thereby providing COUNTY the opportunity to withdraw said Change Order. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price All such delays in construction shall be valid unless the procedure outlined in this section is followedconsidered a COUNTY Delay. Any Work performed pursuant to an All approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted signed by LESSOR, the Architect and COUNTY’s Representative or other signatory approved in writing by COUNTY. 5.2 Notwithstanding the provisions of Clause 5.1, above, any Change Orders required by the Contractor for City of Cypress or other governmental agency to conform the Town’s review and approval. Contractor Premises Improvements to city or other requirements of applicable law, such Change Orders shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the deemed approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderCOUNTY.

Change Orders. A. In The Standard Specifications define the event Town has entire scope of Landlord's obligation to construct or provide the Building Shell. Tenant shall not be entitled to specify or designate any finishes, grades of materials, or other specifications or details of the construction of the Building Shell which are not specifically provided for in or contemplated by the Standard Specifications unless requested to do so by Landlord. Subject to this paragraph, however, Landlord shall make additions or changes to the Standard Specifications requested by Tenant. If Tenant shall desire any such changes, Tenant shall so advise Landlord in writing (a "Change Order Request") as promptly as possible so as not to delay the orderly development of the Final Plans. All reasonable costs incurred by Landlord in having any Change Order Request reviewed and evaluated shall be reimbursed by Tenant upon demand. Such costs shall include, but not be limited to, the reasonable costs of architects, engineers, and consultants in reviewing and designing any such changes and the cost of contractors in providing cost estimates and constructability, functionality and product availability analyses. Tenant acknowledges and agrees that (i) Landlord shall not be obligated to accept any Change Order Request if in the Work not covered judgment of Landlord the requested change would have an adverse effect on the quality, useful life, value, functionality or costs of operating or maintaining the Building Shell; (ii) Tenant shall bear all costs and expenses associated with incorporating into the Final Plans and the Building Shell any Change Order Request accepted by Landlord, including without limitation an administrative fee to Landlord equal to 15 percent of the Contract, these changes will not invalidate or relieve Contractor increased cost resulting from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work such change; (iii) Landlord shall not proceed without a Change Order approved by be obligated to accept the Town. Contractor shall provide a complete breakdown least expensive method of all labor and material costs with incorporating the requested change if in the judgment of Landlord, such method does not incorporate sound construction practices; (iv) if the Change Order request. The breakdown shall include Request affects the Contractor’s allowance for overhead and profit not roof, slab, structural components or systems or equipment to exceed 10% be installed within the Building Shell or the future serviceability of the net cost Building Shell, and the Landlord determines that in order to lease the building to any subsequent tenant, additional work will have to be done to remove the effect of such change, the anticipated costs of restoring the Building Shell to the condition it would have be in but for such change will also be borne by the Tenant at the time the Tenant's change is incorporated into the Building Shell; (v) any delays in the development of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments Final Plans or completion of the contract price Building Shell caused by and directly related to Tenant's Change Order Request and incorporating any such change into the Final Plans and Building Shell shall be valid unless constitute an Excusable Delay (as defined in Paragraph 5 below); and (vi) to the procedure outlined in this section is followedextent Tenant specifies any items which have not been recommended by Landlord, Tenant assumes full responsibility for their performance. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid Upon agreement between Landlord and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of Tenant on the change shall that will be computed by application of incorporated into the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead Final Plans and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval Building <PAGE> Shell as a result of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis Request, and the cost of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If acceptedsuch change, the Town shall prepare the Change Order for the Contractor’s signature. The Town Landlord and Tenant shall execute the approved Change Order within seven a change order (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a "Change Order") setting forth the parties' agreement as to such terms.

Change Orders. A. In Changes in the event Town has Project scope of work affecting the project cost can be made only through AIA Document G701 - Change Order. 1. The procedures for processing changes in the scope of Work not covered are listed as follows: 2. The Architect prepares one of the following documents to modify the scope of work. Documents and attachments revising the drawings and specifications will be distributed electronically and the Contractor will be responsible for printing. a. Supplemental Instructions (SI) which are used for no cost changes. b. Proposal Request (PR) to be used for proposed changes that need written approval on cost prior to proceeding. c. Construction Change Directive AIA Document G714 (CCD) which is used when the work must proceed immediately and time and material cost submitted as soon as possible for review by the ContractArchitect. 3. The Contractor reviews and responds as follows: a. Supplemental Instructions (SI): This no cost change is to be carried out in accordance with the following modifications to the contract documents described herein. If this change effects cost, these changes do not proceed with this change. Notify the Architect in writing within 10 days of receipt that an itemized (labor and material) quotation will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties be submitted within 21 days of any bonds and all extra Work shall be performed under the conditions initial receipt of this ContractSupplemental Instruction. Except If a cost is not submitted within 21 days, this Supplemental Instruction will be accepted at no additional cost. b. Proposal Request (PR): Submit an itemized (labor and material) quotation for the proposed modifications to the contract documents as described herein within 21 days of receipt. If a cost is not submitted within 21 days, this Proposal Request can be accepted at no additional cost. Written approval is required prior to proceeding with this change. c. Construction Change Directive AIA Document G714 (CCD): Proceed immediately to carry out this change in the contract documents as described herein. If this revision effects cost, submit an emergency endangering life itemized (labor and material) quotation within 21 days of receipt. If a cost is not submitted within 21 days this Change Directive will be accepted at no additional cost. 4. The Architect will review the Contractor’s labor and material itemized quotation and respond in writing whether it is acceptable or propertyneeds revision. When all pricing is accepted by the Architect and Owner, changes in Work shall not proceed without a Change Order approved will be processed. Change Orders will be processed at increments determined by the Town. Contractor shall provide a complete breakdown of all labor and material costs with Architect throughout the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contractconstruction schedule. B. The Parties agree that there are two methods that may be utilized to determine See the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost General Conditions of the change shall be computed by application Contract for Construction for methods of the unit prices based determining cost or credit, mark- up and schedule on quantities. If this method is used no additional allowances shall be made for overhead and profitsubmitting claims. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.1.01 SECTION INCLUDES

Change Orders. A. 6.1 In the event Town has changes that Tenant desires a Change Order, Tenant shall submit to Construction Manager Construction Documents or other appropriate documentation setting forth the proposed change and instructing Construction Manager in writing whether to cease work or cease any segment of work while the Work not covered by Change Order is being reviewed as such review is more particularly described below (in which case the Contractdelay shall be a Tenant Delay) or whether Construction Manager should continue constructing the Tenant Improvements in accordance with the Final Plans notwithstanding the Change Order. In the event that no such written instructions are given, these changes will not invalidate or relieve Contractor from any guarantee it has given Construction Manager shall continue constructing the Tenant Improvements in this Contractaccordance with the Final Plans without regard to the Change Order. These changes will not relieve the Surety or Sureties Within three (3) Business Days after receipt of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without request for a Change Order approved by from Tenant Construction Manager shall (a) review such request to determine whether the Townproposed Change Order would be consistent with the style, type, and quality of construction of the Building and (b) approve or reject the proposed Change Order based upon such review for consistency. Contractor If Construction Manager has stopped work, or some segment thereof at Tenant's request. Construction Manager shall provide a complete breakdown not resume work, or some segment thereof, until it receives written instructions from Tenant authorizing the recommencement of all labor and material costs with such work. Upon the granting of any approval Construction Manager shall notify Tenant of the amount, if any, of additional TI Cost arising from the request for the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of Construction Manager's estimate of the net cost delay in Substantial Completion that will be caused by such proposed Change Order, if any. In the event of a rejection by Construction Manager of the change with Work provided directly by Change Order, or any part thereof, Tenant may make changes to the Contractorproposed Change Order and resubmit the same to Construction Manager pursuant hereto. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions Upon receiving Construction Manager's approval to a Change Order and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost for the Change Order, Tenant shall, as soon thereafter as practicable, but in no event in excess of changes: 1. If unit prices are quoted three (3) Business Days, and understanding that any failure to respond during said period may cause delays in Substantial Completion substantially greater than the proposal or bid and estimate given by Construction Manager, authorize the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance performance of the Change Order and work that Tenant desires by approving in writing the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount commencement of the Change Order work and provide a copy of the approved Change Order cost thereof and by submitting to Construction Manager any necessary revisions to the SuretyFinal Plans in a form sufficient for Construction Manager to obtain all necessary permits and approvals to construct the Tenant Improvements and to perform the Tenant Improvements without the need for additional details or information in accordance with such revised Final Plans. In Upon the event a Change Order cannot be agreed upon submission of such revised Final Plans, such revised Final Plans shall become the Final Plans hereunder. Any delay in Substantial Completion caused by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order, whether greater or less than Construction Manager's estimate, shall be a Tenant Delay.

Change Orders. A. In After commencement of Tenant's Work by Land▇▇▇▇, ▇▇t before the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties commencement of any bonds changes to Tenant's Plans, such changes to Tenant's Plans and all extra Work the cost thereof (either deductive or additional) shall be performed under the conditions of this Contract. Except mutually agreed upon in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved writing by the Town. Contractor shall provide a complete breakdown of all labor Landlord and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine Tena▇▇ ▇▇▇ the cost of changes:Tena▇▇'▇ ▇ork shall be adjusted accordingly. No changes to Tenant's Work will be performed without written approval from Landlord and Tenant. Tenant shall comply with all of Landlord's requirements (as to submittals, details, cost figures, cooperation, and any other items and procedures) as to each such request for a change to Tenant's Plans. If any change results in an increase in the cost of Tenant's Work, an amount of money equal to such increase shall be paid to Landlord simultaneously with the approval of such change by both Landlord and Tenant or the payment thereof shall otherwise be secured in a manner acceptable to Landlord. If, in Landlord's opinion, any change will prevent the Landlord from completing Tenant's Work within the number of days set forth in Paragraph 4 of this Exhibit D, then such number of days shall be increased by a number of days which shall be sufficient, in Landlord's reasonable estimation, to allow completion of Tenant's Work and such change. EXHIBIT D SCHEDULE 1 ESTOPPEL STATEMENT RE: Lease Dated: Amended: Landlord: BEACON PROPERTIES, L.P. Tenant: EXACTIUM, INC. Premises: As Tenant under the above-referenced Lease, the undersigned hereby acknowledges for the benefit of Beacon Properties, L.P., which has or is about to acquire the property in which the Premises are located, the truth and accuracy of the following statements pertaining to the Lease. 1. If unit prices are quoted Tena▇▇ ▇▇▇ accepted, is satisfied with, and is in the proposal or bid full possession of said Prem▇▇▇▇, ▇▇cluding all improvements, additions and the additional work is covered by those unit prices, or can be subsequently agreed alterations thereto required to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitby Landlord under the Lease. 2. If The Lease is in full force and effect, and Tenant is paying the additional work full rent stipulated in the Lease with no offsets, defenses or claims. 3. Landlord has not been and is not covered by unit pricespresently in default under any of the terms, unit prices were not provided covenants or provisions of the Lease. 4. Land▇▇▇▇ ▇▇▇ complied with all of the requirements and conditions precedent to the commencement of the term of the Lease as specified in the proposal Lease. 5. The fixed annual base rent under the Lease is $______ and no monies have been paid to Landlord in advance of the due date set forth in the Lease described above, except.______________________________________________. 6. The Lease is for a term of ______ years expiring __________, and Tenant has been in occupancy and paying rent since the term commenced on__________________________. 7. No monetary or bidother considerations, including but not limited to rental concessions by Landlord, tenant improvements in excess of building standard, or Landlord's assumption of prior lease obligations of Tenant, have been granted to Tenant by Landlord for entering into the Parties mutually agreeLease, then Town except ____________________. 8. Tenant has not been and Contractor may negotiate and agree upon the value is not presently in default under any of the change prior to the issuance terms, covenants or provisions of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract priceLease. C. In the event concealed conditions are discovered 9. Tenant has delivered to Landlord a security deposit in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of $___________. 10. Tenant acknowledges (a) that there have been no modifications or amendments to the Change Order and provide Lease other than herein specifically stated, (b) it has no notice of a copy prior assignment, hypothecation or pledge of rents or of the approved Change Order Lease, and (c) the Lease represents the entire agreement between Landlord and Tenant, (d) no prepayment or reduction of rent and no modification, termination, or acceptance of surrender of the Lease will be valid as to Beacon Properties, L.P. without the consent of said company, and (e) notice of the proposed assignment of Landlord's 61 interest in the Lease may be given it by certified or registered mail, return receipt requested, at the Premises, or as otherwise directed below. TENANT: EXACTIUM, INC. By: --------------------------------- Title: ------------------------------ Date: ------------------------------- (Address to which notices are to be sent to Tenant if other than to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.Premises) ----------------------------------- ----------------------------------- ----------------------------------- EXHIBIT D SCHEDULE 2 CERTIFICATE AS TO TERM OF LEASE

Change Orders. A. In If Tenant shall request or authorize changes or additions to the event Town has changes in Tenant Work being performed by Landlord after approval of the Work not covered by Final Plans and Landlord’s acceptance of cost estimates from the Contractselected General Contractor, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work Tenant shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance responsible for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted revising the Final Plans (to the extent such cost is in excess of the proposal Tenant Work Allowance) to reflect such changes or bid additions, and such changes or additions to the Tenant Work and the additional work is covered by those unit pricesrevisions to the Final Plans shall be subject to Landlord’s written approval, not to be unreasonably withheld, conditioned or can delayed. Landlord shall have no obligation to perform such changes or additions if, in Landlord’s reasonable opinion, such changes cannot reasonably be subsequently agreed accommodated in Landlord’s construction schedule for completion of Tenant Work. Landlord shall not be required to by the Parties, perform any such changes or additions until Landlord receives written authorization from Tenant and payment of 100% of Landlord’s estimate of the cost of the change new Tenant Work (to the extent such cost is in excess of the Tenant Work Allowance), it being expressly understood that due to time requirements Landlord may not deliver to Tenant a final price for such Tenant Work until after it has been performed, and that Tenant shall be computed by application required to make final payment of the unit prices based on quantitiesdifference between ▇▇▇▇▇▇▇▇’s estimate and actual price (to the extent such cost is in excess of the Tenant Work Allowance) as Additional Rent within forty five (45) days upon being invoiced therefor, subject to reasonable verification that charges are actual charges of General Contractor but not subject to dispute as to the reasonableness of such charges. If this method is used no additional allowances Any delays caused by any such changes or additions to the Tenant Work, any such revisions to the Final Plans or any delay in Tenant providing Landlord with authorization to perform the new Tenant Work or paying any amount required to be paid hereunder shall be made for overhead deemed a Tenant Delay if and profit. 2. If to the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value extent Substantial Completion of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract priceTenant Work is actually delayed thereby. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In (a) During a Task Order Term, JPMC may propose New Services or changes to such Task Order by delivering a written notice to Supplier describing: (i) the event Town has changes in New Services (including the Work not covered Product to be developed and delivered in connection therewith, if any) or changes, (ii) a Timetable for performance, if appropriate and (iii) establishing a reasonable period of time for Supplier to respond. Supplier shall respond to such proposal within such PORTIONS OF THIS EXHIBIT WERE OMITTED AND HAVE BEEN FILED SEPARATELY WITH THE SECRETARY OF THE COMMISSION PURSUANT TO AN APPLICATION FOR CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT; [***] DENOTES OMISSIONS. period of time by preparing, at Supplier's expense, and delivering to JPMC a written document ("Change Order Response"), indicating: (A) the Contracteffect of the proposal, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve if any, on (1) the Surety or Sureties of any bonds and all extra Work shall be performed amounts payable by JPMC under the conditions applicable Task Order and (2) Supplier's performance of this Contract. Except in an emergency endangering life its obligations thereunder, (B) the anticipated time required for implementation of such New Services or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% and/or delivery of the net cost of Work Product, (C) the change with Work New Services or changes that Supplier anticipates performing, (D) Supplier Tools, Supplier Software and Supplier Machines to be provided directly by the Contractor. For purposes of this ContractSupplier, “net cost” shall mean the difference between all proper cost additions (E) Supplier Personnel and deductions. No claim for adjustments of the contract price shall Subcontractors that will be valid unless the procedure outlined in this section is followed. Any Work performed pursuant necessary, (F) if appropriate, acceptance test criteria and procedures therefor, (G) any new Service Levels and/or necessary modifications to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted any existing Service Levels and (H) any other information requested in the proposal or bid reasonably necessary for JPMC to make an informed decision regarding the New Services or changes to the Services. (b) Supplier shall not begin performing any New Service or changes until each Party has authorized them in writing through an amendment to the applicable Task Order. Notwithstanding any other provision of this Agreement, Supplier acknowledges that Supplier is expected to accomplish normal and the routine tasks associated with its obligations hereunder and no additional work is covered chargeable resources will be approved by those unit pricesJPMC therefor, or including charges resulting from changes in Applicable Laws. For clarity, a normal and routine task shall mean a task that can be subsequently agreed accomplished with forty (40) or fewer Professional Days (as defined in Master Agreement Exhibit B hereto (Professional Unit). Each Change Order Response must be expressly accepted by JPMC in writing prior to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantitiesadditional Fees being incurred. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Supplier fails to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of deliver a Change Order due Response within the time period allotted in such notice, then such failure will be deemed a rejection by Supplier to Contractor’s failure to submit proper documentation shall not be grounds for a time extension provide such New Services or basis of a claim. The Town shall respond changes with no affect on or change to the Contractor’s proposal within fourteen calendar (14) days of receipt of Fees, performance time or required resources specified in the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change applicable Task Order.

Change Orders. A. In 2.1 From time to time, CRA may authorize changes in the event Town has Work, issue additional instructions, require additional Work or direct the omission of Work previously ordered. Only those changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without that are approved on a Change Order approved in the standard AIA form and executed by the TownCRA Executive Director (“Change Order”), shall be binding on the CRA. 2.2 CRA may order changes in the Work by initiating a change order request (“Change Order Request”), setting forth in detail the nature of the requested change. Contractor Upon receipt of a Change Order Request, the Developer shall provide prepare a complete statement setting forth in detail, with a suitable detailed breakdown by trades and work classifications with respect to a change in the scope of the construction and a detailed breakdown of all labor the time and material costs with expenses related thereto (the “Developer’s Estimate”) of the changes in the GMP attributable to the changes set forth in such Change Order Request and proposed adjustments, if any, to the Substantial Completion Date resulting from such Change Order Request. If the CRA and the Developer agree on a cost (“Agreed Cost”), a Change Order shall be processed by the CRA and delivered to the Developer for signature. Developer shall not commence changes in the Work until it receives CRA’s written Notice to Proceed or the Change Order requestis executed. The breakdown Agreement on any Change Order shall include constitute a final settlement on all items affected therein, including without limitation any adjustment in the Contractor’s allowance for overhead GMP, the Substantial Completion Date, subject to performance thereof and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed payment therefore pursuant to an approved change order shall be governed by the terms of this ContractAgreement and such Change Order. B. The Parties 2.3 In the event the CRA and the Developer cannot agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted on any adjustment in the proposal GMP or bid adjustment to the Substantial Completion Date, the Developer shall nevertheless proceed to perform the Work required by CRA’s Change Order Request upon receipt of CRA’s written Notice to Proceed. The Developer shall keep separate records of all costs and time required to perform the additional work is covered by those unit prices, or can be subsequently agreed to Work required by the PartiesChange Order Request, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall and an equitable adjustment will be made for overhead upon agreement between the Developer and profit. 2CRA. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town The Developer shall submit its time and Contractor may negotiate and agree upon the value of the change prior to the issuance material costs that accrue as a result of the Change Order and Request on a weekly basis. If the CRA does not approve such submittals within three (3) Business Days following submission, the Developer may cease the work related to such Change Order shall identify Request until the corresponding lump sum adjustment to parties agree upon the contract priceterms and conditions of such Change Order Request. C. 2.4 In the event concealed conditions are discovered that changes in the performance Work are required on an emergency basis in order to protect the health and safety of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documentspublic, the contract sum Developer shall proceed at the direction of the CRA without a written Change Order from CRA. The Developer shall keep separate records of all costs and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after required to perform the condition has been identifiedWork. The cost Developer shall be determined by one of the methods outlined invoice CRA in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review accordance on a time and approval. Contractor shall provide all applicable supporting data materials basis and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claimunreasonably withheld. The Town shall respond In the event that the work can be stopped without any further harm to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If acceptedpublic but additional Work is necessary, the Town Developer shall prepare deliver the Change Order for Developer’s Estimate to the Contractor’s signatureCRA as soon as practical and the requirements of Sections 2.2 shall be met before the Developer resumes the changes to the Work. 2.5 It is understood and agreed that refinement and detailing will be accomplished from time to time with respect to the Plans and Specifications and Addenda. The Town No adjustment in the GMP or the Substantial Completion Date shall execute be made unless the approved Change Order Developer advises CRA in writing within seven (7) calendar days of the Developer’s receipt from the Contractor. The Contractor shall notify its bonding company of said refinements and details that the Contract has been changed by the amount of the Change Order an adjustment is required, and provide a copy of the approved Change Order CRA agrees to the Surety. In the event a Change Order canadjustment, which agreement shall not be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderunreasonably withheld.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to the Notice to Proceed (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Work not covered by if a Change Proposal is made pursuant hereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) business days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) business day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order requestshall be deemed additions to the Tenant Plan Excess Costs and shall be paid in the same manner as Tenant Plan Excess Costs are paid as set forth in Section 3.4. The breakdown shall include Notwithstanding the Contractor’s allowance foregoing, if a Change Order relates to a deletion in any item or component of Work which has not been contracted for overhead and profit not to exceed 10% or purchased as of the net cost date of Landlord’s receipt of Tenant’s Change Proposal therefore, Tenant shall only be responsible for the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined increase in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application item or component of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not Work covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance excess of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contractdeleted item. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. Any changes requested by Buyer that necessitate revisions or changes in Seller's Plans or the design or construction of the Improvements or delay the commencement or completion of Improvements, shall be subject to the prior written approval of Seller subject to the standard for approval and Purchase Price adjustment provided for in Section 6(c) and 6(d), respectively, in the Purchase Agreement; any such changes approved by Seller shall be a "Change Order" hereunder. Before any such design and/or construction changes are made, Buyer shall pay to Seller the full costs to be incurred by Seller in connection with such Change Order if, and to the extent, the aggregate cost of all Change Orders exceeds $3,000,000. Any such Change Order funded by Seller shall be a basis for adjustment of the Purchase Price pursuant to Section 6(d) of the Agreement to which this Work Letter is attached as an exhibit. Seller and Buyer shall hold weekly construction meetings during the development of the Project and shall cooperate in good faith during the weekly meetings to review and agree upon Change Orders. In those instances in which proposed revisions to Seller's Plans result from a Change Order, Seller shall cause the Seller's contractor, if applicable, to determine the additional cost or savings from such Change Order, and Seller shall promptly so notify Buyer. The additional costs or savings resulting from such Change Orders (and the time impact of said Change Order, if any) shall be supported by detailed trade cost breakdowns prepared by Seller's Contractor. Buyer shall, within five (5) business days after such notification by Seller, inform Seller in writing whether or not Buyer desires to proceed with such Change Order. In the event Town has changes that Buyer fails to inform Seller within such five (5) day period that Buyer desires to proceed with such Change Order, Seller shall not make any changes(s) to the Improvements included in such Change Order. If Buyer informs Seller within such five (5) day period that Buyer does wish to proceed with the proposed Change Order, the proposed Change Order shall be incorporated in the Work not Improvements if applicable thereto and Seller's contractor shall proceed with the work covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds Change Order and all extra Work Buyer shall be performed under responsible for all costs and expenses incurred in connection therewith as aforesaid. The Seller shall pass through to Buyer the conditions of this Contract. Except in an emergency endangering life or property, changes in Work Seller's contractor's percentage mark-▇▇ (which shall not proceed without a Change Order approved by be greater than the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance mark-▇▇ charged to Seller) for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” (which shall mean the difference between include all proper cost additions and deductions. No claim charges for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made general conditions) for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Change Orders to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary Improvements without additional mark-▇▇ from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedSeller. The cost shall be determined by one of the methods outlined in this Contract. D. All Change Orders shall be submitted in writing and shall be on such AIA form as required by the Contractor for the Town’s review and approvalSeller and/or Seller's contractor. Contractor Buyer shall provide all applicable supporting data and information. Delay evidence in writing it's approval of a such Change Order due prior to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis Seller's approval of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Ordersame.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Tenant Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made and such Change Order increases the Town. Contractor shall provide a complete breakdown costs of all labor and material costs the Tenant Improvement Work in excess of the Approved Tenant Plans Cost, then the Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless deemed additions to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order Tenant Plan Excess Costs and shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted paid in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitsame manner as Tenant Plan Excess Costs are paid as set forth in Section 3.6. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In a. Landlord reserves the event Town has right to make changes and modifications to the Plans and Specifications from time to time. If the proposed change (i) will not cause Substantial Completion of either Building to be delayed to a date which is after the then applicable Scheduled Delivery Date for such Building, (ii) will not cause a change to the Final TI Plans, and (iii) is not a material downgrade from or scope change to the Final Base Plans as they then exist, Landlord may implement such change without obtaining Tenant's consent (but Landlord shall promptly notify Tenant of such change prior to making such change, with such notice to be accompanied by a copy of the pertinent Change Order [or other evidence of such change] and reasonable support for Landlord's determination that such change satisfies the criteria set out in this sentence). If the proposed change does not satisfy the criteria set forth in the Work preceding sentence, Tenant approval shall be required prior to implementation of such proposed change. Tenant may not covered by the Contractunreasonably withhold, these changes will not invalidate condition or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties delay its approval of any bonds such proposed change to the Final Base Plans and all extra Work Tenant shall cause Tenant's architect to revise the Final TI Plans, at Landlord's cost, to comply with the revisions to the Final Base Plans. Tenant must approve, which approval may be withheld in its sole and absolute discretion, any change in the Final TI Plans initiated by Landlord. If Landlord initiates a change in the Plans and Specifications, Landlord shall be performed under the conditions of this Contract. Except responsible for any actual increase in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the construction of said improvements caused by such change and such costs shall not be considered to be Excess TI Costs and any increase in the Base Costs shall be computed by application of considered to be a commensurate increase in the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitBase Improvement Allowance. 2b. Tenant reserves the right to make written requests for changes to the Final TI Plans. If the additional work proposed change to the Final TI Plans (i) will not cause Substantial Completion of either Building to be delayed to a date which is after the then applicable Scheduled Delivery Date for such Building, and (ii) is not covered by unit pricesa material downgrade from or scope change to the Final TI Plans as they then exist, unit prices were Landlord will not provided unreasonably withhold, condition or delay its approval of such change. If the proposed change does not satisfy the criteria set forth in the proposal or bidpreceding sentence, or Landlord may, in its discretion, decline to approve such proposed change. If Tenant initiates a change in the Parties mutually agreeFinal TI Plans, then Town the cost associated therewith will be considered an Excess TI Cost, provided Tenant approves said Excess TI Cost in advance and Contractor may negotiate and agree upon the value of the in writing. c. Before implementing any change prior to the issuance Plans and Specifications, Landlord will submit to Tenant, in the form of a proposed Change Order, a statement of the Change Order Cost that will occur by virtue of that change and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance a statement of the Work below gradeterms and conditions under which Landlord will undertake to implement the proposed change, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documentsincluding, without limitation, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one effect that implementation of the methods outlined proposed change will have on the Scheduled Delivery Date of the Buildings. Subject to General Contractor's having responded to Landlord's pricing query in this Contract. D. Change Orders shall be submitted by a timely manner, Landlord must make its submission within ten (10) Business Days after Tenant's submission of the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval requested change to Landlord or simultaneously with Landlord's submission of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.change to

Change Orders. A. In (a) After the event Town has changes in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order Final Plans are approved by the Townparties and Landlord has applied for a building permit for the Landlord Improvements, Tenant, at Tenant’s sole cost and expense, shall have the right to make changes, substitutions and eliminations in said Final Plans (“Change Order(s)”); provided, however, that any delay to the progress of the construction schedule shall be deemed a Tenant Delay if Landlord notifies Tenant in writing of such delay as per Section 5.1.1(iii) above. Contractor Tenant shall provide sufficient detail to Landlord documenting the nature and extent of such proposed Change Order(s). Within 10 business days of ▇▇▇▇▇▇▇▇’s receipt of ▇▇▇▇▇▇’s requested Change Order(s) and such documentation, Landlord must furnish Tenant reasonably detailed documentation indicating the projected cost and expenses for any such changes, substitutions and eliminations and any anticipated delay in construction due to such changes, substitutions and/or eliminations (“Statement of Change Order Impact”). Within 5 days of ▇▇▇▇▇▇’s receipt of Landlord’s Statement of Change Order Impact, Tenant shall provide to Landlord written notice of its election to proceed with such proposed Change Order(s). Tenant’s failure to deliver to Landlord such written notice within said 5-day period shall be deemed a complete breakdown withdrawal of all labor and material costs the proposed Change Order(s). Should Tenant timely advise Landlord in writing that it wishes to move forward with the proposed Change Order request. The breakdown shall include Order(s), the Contractorcosts and expenses for same (including the rate of return to Landlord for such expenditure) will be added to Landlord’s allowance Total Costs for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean calculating the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractFinal Purchase Price. B. The Parties (b) ▇▇▇▇▇▇▇▇ and ▇▇▇▇▇▇ understand and agree that there are two methods that may be utilized to determine the cost costs and expenses of any changes: 1. If unit prices are quoted in the proposal or bid , substitutions and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior eliminations to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted Final Plans proposed by the Contractor and approved by Landlord for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt construction of the proposal. If accepted, the Town shall prepare the Change Order Premises will be added to Landlord’s Total Costs for the Contractor’s signature. The Town shall execute purposes of calculating the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderFinal Purchase Price.

Change Orders. A. In the event Town has (a) If Tenant requests any changes in the Work not covered by Construction Plans, Landlord shall, within five (5) business days thereafter, deliver to the ContractTenant Representative a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, these changes will not invalidate if any, that would be attributable to such change. Tenant shall then have three (3) business days thereafter to approve or relieve Contractor from any guarantee it has given reject such cost or schedule change. If Tenant agrees with such additional cost (or cost savings) and/or revision to the Critical Path, then Tenant shall notify Landlord in this Contract. These changes will not relieve the Surety or Sureties of any bonds writing, and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Landlord and Contractor shall provide enter into a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the SuretyConstruction Contract and Tenant shall approve such Change Order. Landlord shall cause such agreed Change Order to be incorporated in the Construction Plans and/or the Critical Path, as applicable. In the event a Tenant fails to approve or disapprove the Change Order canwith the three (3) business day period, each day until Tenant approves or disapproves the Change Order thereafter shall be considered a Tenant Delay. If Tenant rejects such additional cost (or cost savings) and/or revision to the Critical Path, then the actual number of days elapsed from Tenant’s initial request may be considered Tenant Delay (but without duplication of any days that are considered to be Tenant Delay pursuant to the preceding sentence). (b) If Landlord desires any changes in the Construction Plans, Landlord shall deliver to the Tenant Representative a written request for such change and a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, if any, that would be attributable to such change. Tenant shall then have three (3) business days thereafter to approve or reject such cost or schedule change. If Tenant agrees with such additional cost (or cost savings) and/or revision to the Critical Path, then Tenant shall notify Landlord in writing, and Landlord and Contractor shall enter into a change order to the Construction Contract and Tenant shall approve such change order; provided, however, that Tenant shall not be responsible for any additional cost resulting from, and Minimum Rent shall not increase or decrease as a result of, such Change Order requested by Landlord. Landlord shall cause such agreed upon by change to be incorporated in the PartiesConstruction Plans or the Critical Path, nothing as applicable. In the event Tenant fails to approve or reject the change order with the three (3) business day period, each day until Tenant approves or rejects the change order thereafter may be considered a Tenant Delay. If Tenant rejects such additional cost (or cost savings) and/or revision to the Critical Path, then Landlord shall proceed with no change to the Construction Plans or the Critical Path. (c) If any change in this Contract shall preclude the Town from performingConstruction Plans or the Critical Path is required as a result of (i) Governmental Delay, (ii) Settlement Delay, (iii) a Post Approval Governmental Requirement, (iv) a Force Majeure Event, (v) an Unforeseen Condition, or having performed(vi) a Tenant Delay, Landlord shall notify the Work requested Tenant Representative in writing of the change and provide a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, if any, that is attributable to such change. Landlord shall cause such change to be incorporated in the Construction Plans and/or the Critical Path, as applicable. (d) In the event Tenant desires to modify the Tenant Finish Plans, Tenant shall unilaterally be entitled to execute Change OrderOrders with respect thereto; provided, however, that Landlord’s approval shall be required with respect to any Change Order to the Tenant Finish Plans that affect the completion of the Land Sitework or the Shell Building or the Critical Path as it relates to the Land Sitework or the Shell Building, which approval shall not be unreasonably withheld, conditioned or delayed.

Change Orders. A. In the event Town has Tenant may request changes in the Base Building Work from that provided for in the Base Building Plans by giving Landlord written notice of the proposed change(s) with such details, plans and specifications as reasonably may be required by Landlord. In response to such request by Tenant, Landlord shall, within five Business Days after receipt of such request, provide Tenant with a proposed change order setting forth (i) the change in the Base Building Costs due to such change(s), (ii) the expected delay, if any, in achieving Partial Completion and Substantial Completion of the Base Building Work in connection therewith, and (iii) any reasonable conditions imposed by Landlord in connection therewith. Tenant shall, within five Business Days after receipt of a proposed change order, either reject or accept it. If Tenant rejects a proposed change order (or fails to respond within the specified period), the Base Building Work shall not covered by be changed. If Tenant approves a proposed change order, then (x) Tenant shall execute the Contractproposed change order and deliver a signed original thereof to Landlord within the specified five Business Day period, these changes will not invalidate or relieve Contractor from any guarantee it has given (y) the Target Delivery Date shall be extended for the period of the expected delay in this Contract. These changes will not relieve achieving Partial Completion specified pursuant to clause (ii) above, and (z) for purposes of determining the Surety or Sureties Commencement Date, the date as of any bonds and all extra which Landlord achieves Substantial Completion of the Base Building Work shall be performed under deemed to be accelerated by either (1) the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% period of the net cost expected delay in achieving Substantial Completion specified pursuant to clause (ii) above or (2) if the period of actual delay in achieving Substantial Completion of the Base Building Work by reason of the change with Work order is demonstrably shorter than such period of expected delay, the period of actual delay. If any change order approved by Tenant extends the Target Delivery Date as provided directly above, then, to the extent that such change order results in a delay of the Commencement Date beyond September 1, 2011, the Base Rent Deferral Period shall be shortened by the Contractor. For purposes period of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contractsuch delay. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In If Subtenant requests any change or addition to Sublandlord’s Work after Subtenant’s approval of the event Town has changes in the Work Final Construction Drawings (including but not covered by the Contractlimited a request for an item of Reimbursed Work) (each, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a “Change Order approved by the Town. Contractor Request”), then Sublandlord shall provide a complete breakdown promptly following Sublandlord’s receipt of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit Request, approve (not to exceed 10be unreasonably withheld, conditioned or delayed) or disapprove such request (“Sublandlord’s Response Notice”); provided, however, Sublandlord shall not be obligated to approve such Change Order Request if it affects the Building’s structure and systems. If Sublandlord approves such change order referenced in the Change Order Request (the “Sublandlord Approved Change Order”), Sublandlord shall within Sublandlord’s Response Notice include Sublandlord’s estimate of any anticipated Subtenant Delay, if any, attributable to such Sublandlord Approved Change Order, and the anticipated additional expenses attributable to such Sublandlord Approved Change Order, including 5% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Sublandlord Approved Change Order for Sublandlord’s overhead and supervision. Subtenant shall be computed by application have three (3) days following its receipt of the unit prices based on quantitiesSublandlord’s Response Notice to agree to proceed with the Sublandlord Approved Change Order. If this method is used no additional allowances shall be made for overhead and profit. 2. If Subtenant (a) does not desire to proceed with the additional work is not covered by unit prices, unit prices were not provided in the proposal Sublandlord Approved Change Order or bid, or the Parties mutually agree(b) fails to provide a written response to Sublandlord’s Response Notice within such three (3) day period, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Sublandlord shall not be grounds for a time extension or basis of a claimrequired to perform the same. The Town shall respond If Subtenant agrees to proceed with the Contractor’s proposal within fourteen calendar (14) days of receipt Sublandlord Approved Change Order, then all additional expenses attributable to such Sublandlord Approved Change Order, including 5% of the proposal. If accepted, cost of the Town shall prepare the Sublandlord Approved Change Order for the ContractorSublandlord’s signature. The Town overhead and supervision, shall execute the approved Change Order be payable by Subtenant to Sublandlord within seven ten (710) days Subtenant’s receipt of receipt from an invoice and reasonable supporting back-up information concerning the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Ordersame.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). Any Change Proposal requesting a change to the Plans shall include design development level plans and specifications, identifying the requested change. Landlord agrees to respond to any such Change Proposal within ten (10) business days after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Notwithstanding the foregoing, Landlord will use reasonable efforts to respond to any non-material Change Proposal within five (5) business days after submission thereof by Tenant. With respect to Change Proposals for which a response cannot covered by reasonably be developed within ten (10) business days, Landlord shall within the Contractten (10) business day response period advise Tenant of the steps necessary in order for Landlord to evaluate the Change Order Proposal and the date upon which Landlord’s Change Order Response will be delivered. Tenant shall have the right within five (5) business days after receiving Landlord’s Change Order Response (or Landlord’s notice that a Change Proposal could not be evaluated within the ten (10) business day response period set forth above) to then approve or withdraw such Change Proposal. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) business day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless deemed additions to the procedure outlined Total Project Costs stated in this section is followed. Any Work performed pursuant to an approved change order the Total Costs Notice and shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted paid in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantitiesmanner set forth in Section 1.5. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Landlord shall not be grounds for a time extension or basis of a claim. The Town shall respond authorized to make any material changes to the ContractorPlans without Tenant’s proposal within fourteen calendar (14) days approval unless such changes are required to comply with Legal Requirements or interpretations of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the ContractorLegal Requirements by municipal authorities having jurisdiction over Landlord’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderWork.

Change Orders. A. In the event Town has (a) If Tenant requests any changes in the Work not covered by Construction Plans, Landlord shall, within five (5) business days thereafter, deliver to the ContractTenant Representative a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, these changes will not invalidate if any, that would be attributable to such change. Tenant shall then have three (3) business days thereafter to approve or relieve Contractor from any guarantee it has given reject such cost or schedule change. If Tenant agrees with such additional cost (or cost savings) and/or revision to the Critical Path, then Tenant shall notify Landlord in this Contract. These changes will not relieve the Surety or Sureties of any bonds writing, and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Landlord and Contractor shall provide enter into a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the SuretyConstruction Contract and Tenant shall approve such Change Order. Landlord shall cause such agreed Change Order to be incorporated in the Construction Plans and/or the Critical Path, as applicable. In the event a Tenant fails to approve or disapprove the Change Order canwith the three (3) business day period, each day until Tenant approves or disapproves the Change Order thereafter shall be considered a Tenant Delay. If Tenant rejects such additional cost (or cost savings) and/or revision to the Critical Path, then the actual number of days elapsed from Tenant’s initial request may be considered Tenant Delay (but without duplication of any days that are considered to be Tenant Delay pursuant to the preceding sentence). (b) If Landlord desires any changes in the Construction Plans, Landlord shall deliver to the Tenant Representative a written request for such change and a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, if any, that would be attributable to such change. Tenant shall then have three (3) business days thereafter to approve or reject such cost or schedule change. If Tenant agrees with such additional cost (or cost savings) and/or revision to the Critical Path, then Tenant shall notify Landlord in writing, and Landlord and Contractor shall enter into a change order to the Construction Contract and Tenant shall approve such change order; provided, however, that Tenant shall not be responsible for any additional cost resulting from, and Minimum Rent shall not increase or decrease as a result of, such Change Order requested by Landlord. Landlord shall cause such agreed upon by change to be incorporated in the PartiesConstruction Plans or the Critical Path, nothing as applicable. In the event Tenant fails to approve or reject the change order with the three (3) business day period, each day until Tenant approves or rejects the change order thereafter may be considered a Tenant Delay. If Tenant rejects such additional cost (or cost savings) and/or revision to the Critical Path, then Landlord shall proceed with no change to the Construction Plans or the Critical Path. (c) If any change in this Contract shall preclude the Town from performingConstruction Plans or the Critical Path is required as a result of (i) Governmental Delay, (ii) a Post Approval Governmental Requirement, (iii) a Force Majeure Event, (iv) an Unforeseen Condition, or having performed(v) a Tenant Delay, Landlord shall notify the Work requested Tenant Representative in writing of the change and provide a quote from the Contractor of the additional cost (or cost savings) and any extension (or decrease) to the Critical Path, if any, that is attributable to such change. Landlord shall cause such change to be incorporated in the Construction Plans and/or the Critical Path, as applicable. (d) In the event Tenant desires to modify the Tenant Finish Plans, Tenant shall unilaterally be entitled to execute Change OrderOrders with respect thereto; provided, however, that Landlord’s approval shall be required with respect to any Change Order to the Tenant Finish Plans that affect the completion of the Land Sitework or the Shell Building or the Critical Path as it relates to the Land Sitework or the Shell Building, which approval shall not be unreasonably withheld, conditioned or delayed.

Change Orders. A. In From time to time after the event Town has date of the Lease, Tenant may notify Landlord of changes that Tenant proposes be made to the Final Plans (a “Change Order”). Promptly upon Tenant’s delivery to Landlord of a Change Order, Landlord shall notify Tenant (“Change Order Notice”) of both: (i) any estimated net increase or decrease in the Work not covered by Cost due to the ContractChange Order, these changes will not invalidate or relieve Contractor from and (ii) any guarantee it has given estimated delay (an “Estimated Delay”) in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with Scheduled Commencement Date if the Change Order requestis implemented. The breakdown Tenant shall include the Contractor’s allowance for overhead and profit not to exceed 10% notify Landlord of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal its final approval or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance disapproval of the Change Order within two (2) business days after Landlord delivers to Tenant the applicable Change Order Notice (“Change Order Response Period”). If Tenant fails to timely notify Landlord of its approval or disapproval of any proposed Change Order, Tenant shall be deemed to have automatically disapproved that particular Change Order and Landlord shall not proceed to implement any of the changes specified therein. If Tenant timely notifies Landlord of its approval of the Change Order, then, within three (3) business days after the expiration of the applicable Change Order Response Period, Tenant shall identify pay Landlord the corresponding lump sum adjustment to amount of any increase in the contract price. C. Work Cost (as set forth in the applicable Change Order Notice) in accordance with Paragraph 4 of this Work Letter; and upon receipt of such payment, Landlord shall implement the changes specified in the Change Order. In such event, however, any delay in the event concealed conditions are discovered in Scheduled Commencement Date resulting from the performance of the Work below grade, or work described in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by relevant Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contractdeemed a Delay Event (defined below). D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant may initiate changes in the Work Work. Any material change must receive the prior written approval of Landlord, such approval not covered by to be unreasonably withheld or delayed; however, if such requested change would adversely affect (in the Contractreasonable discretion of Landlord) (1) the Building’s Structure or the Building’s Systems (including the Building’s restrooms or mechanical rooms), these (2) the exterior appearance of the Building, or (3) the appearance of the Building’s common areas or elevator lobby areas, Landlord may withhold its consent in its sole and absolute discretion. If any change orders reflect changes which are substantially similar to the buildout of the Existing Premises, Landlord will not invalidate or relieve Contractor from any guarantee it has given unreasonably withhold its consent and will use commercially reasonable efforts to expedite the approval process. If Landlord disapproves of such change order, then Landlord shall notify Tenant thereof specifying in this Contract. These changes will not relieve reasonable detail the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except reasons for such disapproval, in an emergency endangering life or propertywhich case Tenant shall, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractwithin five business days after such notice, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved revise such change order shall be governed by in accordance with Landlord’s objections and submit the terms of this Contract. B. The Parties agree that there are two methods that may be utilized revised order to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made Landlord for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s its review and approval. Contractor Landlord shall provide all applicable supporting data and information. Delay notify Tenant in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt writing whether it approves of the proposalresubmitted change order within five business days after its receipt thereof. If accepted, Landlord fails to notify Tenant that it disapproves any change order within five business days after the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount submission of the Change Order and provide a copy same by Tenant, then Landlord shall be deemed to have approved the change order in question. Tenant shall, upon completion of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the PartiesWork, nothing in this Contract shall preclude the Town from performing, or having performed, furnish Landlord with an accurate architectural “as-built” plan of the Work requested in a Change Orderas constructed, which plan shall be incorporated into this Exhibit B by this reference for all purposes.

Change Orders. A. In If Tenant shall require changes to the event Town has changes approved Construction Documents or the Construction Contract ("Change Orders"), Tenant shall deliver to Landlord for its approval, which approval shall not be unreasonably withheld or delayed, a detailed description of the proposed change, including any plans and specifications for such Change Orders, if applicable (collectively, the "Change Order Plans"). Landlord shall within five (5) business days after receipt of Tenant's Change Order Plans, either provide comments to such Change Order Plans or approve the same. If Landlord provides Tenant with comments to the initial draft of the Change Order Plans, and provided Tenant still desires to pursue such Change Order, Tenant shall provide revised Change Order Plans to Landlord incorporating Landlord's comments. Landlord shall then either provide comments to such revised Change Order Plans or approve such Change Order Plans. The process described in the Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work previous sentence shall be performed under repeated, if necessary, until the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order Plans have been finally approved by Landlord. After the TownChange Order Plans have been approved by Landlord and Tenant in writing, they shall be submitted to the Contractor for its review. The Contractor shall provide a complete breakdown promptly upon receipt notify Landlord and Tenant of all labor and material costs with the estimated increase or reduction in cost and/or construction time which would likely result if such Change Order request is implemented. Following Tenant's receipt of such information from Contractor, Tenant shall have two (2) business days to withdraw such Change Order request. The breakdown shall include If Tenant fails to withdraw such Change Order request within such time, then the Contractor’s allowance for overhead final Construction Documents and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price Construction Contract shall be valid unless the procedure outlined in this section is followedamended accordingly to include such Change Order Plans. Any Work performed pursuant to an approved change order Tenant shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted immediately pay Landlord for any increase in the proposal or bid amounts due under the Construction Contract as a result of such Change Order. In addition, Tenant shall pay for all preparations and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance revisions of the Change Order Plans (including Landlord's costs in reviewing the same) and the construction of all Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered Orders. Any delays in the performance Substantial Completion of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted Tenant Improvements caused by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Tenant's Change Orders (whether or not they are implemented) shall be submitted by constitute a "Tenant Delay" for purposes of Section 5 of this Tenant Improvement Agreement and the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderLease.

Change Orders. A. In Any change order (“Change Order”) to the event Town has changes Landlord Improvements and Tenant Improvements and/or any portions of the Improvements applicable to the portions of the Building and the Project that are intended for the use and benefit of Tenant may be initiated by Landlord or Tenant; provided, however, such Change Orders will be subject to Landlord’s and Tenant’s prior written approval, which approval will not be unreasonably withheld, delayed, or conditioned so long as such Changer Order (i) is required by applicable law, (ii) does not increase the costs of the Landlord Improvements or Tenant Improvements (unless the party requesting the Change Order agrees to pay for the increase in the costs of construction), and (iii) does not result in significant delays to the Work Schedule. Any delays in the Work not covered Schedule caused directly and specifically by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved initiated or caused by Landlord or Tenant will be the Townresponsibility of the party requesting the Change Order. Contractor shall provide If Landlord or Tenant fails to approve or disapprove of a complete breakdown written notice of all labor and material costs a proposed Change Order within ten (10) business days after the receipt of the request to proceed with the Change Order request. The breakdown shall include (together with the Contractor’s allowance for overhead support documentation and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined information specified in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the PartiesSection 10), the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the proposed Change Order and the Change Order shall identify the corresponding lump sum adjustment will be deemed conclusively to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has have been identifiedapproved. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in Upon approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for that results in a time extension Landlord Construction Delay or basis of a claim. The Town shall respond to Tenant Construction Delay, as applicable, then, at the Contractor’s proposal within fourteen calendar (14) days of receipt election of the proposal. If acceptedparty not responsible for such delay, the Town shall prepare applicable time tables, deadlines, and critical milestones provided in the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed Work Schedule will be extended or advanced by the amount appropriate number of days and the Change Order and provide a copy Work Schedule shall be deemed modified in accordance therewith. Likewise, upon approval of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Partiesthat requires adjustments, nothing in this Contract shall preclude the Town from performingmodifications, or having performedrevisions to the previously approved Landlord Improvement Plans or the Tenant Improvement Plans, then the Work requested Landlord Improvement Plans or the Tenant Improvement Plans, as applicable, shall be deemed modified and approved in a accordance with the Change Order.

Change Orders. A. In Tenant shall have the right, in accordance herewith, to submit for Landlord’s approval change proposals with respect to items of work not shown on the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant but in any event Town has changes within five (5) business days of Landlord’s receipt of same, advising Tenant of any anticipated increase in costs which costs shall include a construction management fee equal to 4% of the Change Proposal (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under the conditions of this Contractdeemed withdrawn. Except in an emergency endangering life or property, changes in Work shall not proceed without a If Tenant approves Landlord’s Change Order approved by Response, then such Change Proposal shall be deemed a “Change Order” hereunder and if the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order is made, then the Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. Tenant shall have the right to request revisions to the Construction Plans for any Tenant Add/Alternate Costs (any such request for a revision being referred to as a “Change Order”) on a form provided or otherwise approved by Landlord. Any such Change Order shall be prepared by Landlord’s Architect at Tenant's sole cost and expense. Promptly upon completion of the revisions, Landlord shall notify Tenant in writing of the estimated increased cost in the Finish Work, if any, resulting from such Change Order. Tenant, within three (3) business days, shall notify Landlord in writing whether it desires to proceed with such revisions. In the event Town has changes absence of such written authorization, Landlord shall have the option to continue work on the Premises disregarding the requested revision. Tenant shall be responsible for any Tenant Delay in completion of the Work not covered by the Contract, these changes will not invalidate or relieve Contractor Premises resulting from any guarantee it has given in this ContractChange Order. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without If a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined results in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine increase in the cost of changes: 1. If unit prices are quoted in the proposal Finish Work, such increased costs, plus any applicable state sales or bid and the additional work is covered by those unit pricesuse tax thereon, or can be subsequently agreed to by the Parties, the cost of the change shall be computed payable by application Tenant within fifteen (15) days of the unit prices based on quantitiesdemand. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Notwithstanding anything herein to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradecontrary, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. all Change Orders shall be submitted by subject to the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Landlord, which approval shall not be grounds for a time extension unreasonably withheld, conditioned or basis of a claim. The Town shall respond delayed (subject to the Contractorimmediately following paragraph). Landlord has no obligation to approve any Change Order if, in Landlord’s proposal within fourteen calendar reasonable judgment, such Finish Work (14i) days of receipt would delay completion of the proposalapplicable Finish Work beyond the Target Delivery Date, (ii) would materially increase the cost of operating the Building or increase the cost of performing any other work in the Building, (iii) is incompatible with the design, quality, equipment or systems of the Building, (iv) would require unusual expense to readapt the Premises to general purpose office, or (v) otherwise does not comply with the provisions of the Lease (including, without limitation, Article 8). If acceptedBy its execution of the Lease, and submission of Change Orders, Tenant will be deemed to have approved of such Change Orders. Notwithstanding the Town shall prepare foregoing or anything herein to the contrary, if any Change Order reasonably specifies a long lead item, such as custom cabinetry or a piece of specialized equipment, that Landlord reasonably determines could not be delivered and installed in a manner consistent with the completion of the applicable portion of the Finish Work by the Target Delivery Date, then such long lead item may be completed by Landlord following the date that all of the Finish Work is Substantially Complete without constituting a Landlord delay. Landlord shall have the right to make reasonable and non-material changes/field adjustments in and to the Finish Work to the extent that the same shall be necessary or desirable in order to adjust to actual field conditions or to cause the Finish Work to comply with any applicable requirements of public authorities and/or requirements of insurance bodies. All changes/field adjustments shall be noted on the applicable plans or documents, and such plans or documents, as noted with such changes/field adjustments, shall constitute the final as-built drawings and specifications for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderFinish Work.

Change Orders. A. In the event Town has Tenant desires to change the Approved Working Drawings, Tenant shall deliver written notice (the “Drawing Change Notice”) of the same to Landlord, setting forth in detail the changes in (the Work not covered by “Tenant Change”) Tenant desires to make to the ContractApproved Working Drawings. Landlord shall, these changes will not invalidate no later than (A) five (5) Business Days after receipt of a Drawing Change Notice to the extent the modification would reasonably require material engineering or relieve Contractor from architectural review (e.g., any guarantee it has given in this Contract. These changes will not relieve the Surety change which could reasonable cause an Initial Alteration Design Problem), or Sureties (B) five (5) Business Days after receipt of any bonds other Drawing Change Notice, either (i) approve the Tenant Change, or (ii) disapprove the Tenant Change and all extra Work deliver written notice to Tenant specifying in reasonably sufficient detail the reasons for Landlord’s disapproval; provided, however, that Landlord may only disapprove of the Tenant Change if the Tenant Change creates an Initial Alterations Design Problem. If Landlord fails to timely respond to Tenant within any applicable response period referenced herein for Landlord’s approval of the Tenant Change, then Tenant shall deliver a second notice requesting Landlord’s response to such Tenant Change and if Landlord thereafter fails to respond within three (3) Business Days, Landlord’s approval shall be performed under deemed granted. Any additional costs which arise in connection with such Tenant Change shall be paid by Tenant; provided, however, that to the conditions of this Contract. Except extent the “Allowance” (defined in an emergency endangering life or propertySection E below) has not been depleted, changes in Work such payment shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% be made out of the net cost of the change with Work provided directly by the Contractor. For purposes of this ContractAllowance, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine Work Letter for the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost disbursement of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitAllowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant may authorize changes in the Work not covered work during construction only by the Contractwritten instructions to Landlord, these or its designated representative, on a form approved by Landlord. All such changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work be subject to Landlord's prior written approval, which shall be performed under approved or disapproved by Landlord in its discretion, which discretion shall be exercised reasonably, within three (3) Business Days of receipt. Prior to commencing any change, Landlord will prepare and deliver to Tenant, for Tenant's approval, a change order (the conditions "Change Order") setting forth the total costs of this Contractsuch change which will include associated architectural, engineering and construction contractor's fees. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by Within two (2) Business Days after delivery to Tenant of the Town. Contractor shall provide a complete breakdown total costs of all labor and material costs with the Change Order request. The breakdown Order, Tenant shall include the Contractor’s allowance for overhead and profit not deliver notice of approval, together with a cash payment equal to exceed 10% fifty percent (50%) of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application Change Order to the extent such cost exceeds any uncommitted balance of the unit prices based on quantitiesTenant Improvement Allowance ("First Payment"). If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value Tenant fails to deliver written notice of the change prior to the issuance Tenant's approval of the such Change Order and deliver the First Payment within five (5) days after delivery by Landlord, then Tenant will be deemed to have withdrawn the proposed Change Order shall identify and Landlord will not proceed to perform the corresponding lump sum adjustment change. Upon Landlord's receipt of Tenant's approval and First Payment, Contractor will proceed to perform the contract price. C. In change. To the event concealed conditions are discovered in the performance extent such cost exceeds any uncommitted balance of the Work below gradeTenant Improvement Allowance, or forty percent (40%) of the balance shall be paid to Landlord in cash within ten (10) days after Substantial Completion and the event concealed or unknown conditions remaining ten percent (10%) shall be paid in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made cash within thirty ten (3010) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contractpunchlist items are completed. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. Tenant shall be allowed to make changes to the ------------- Total Project, subject to Landlord's reasonable approval, as follows: Tenant shall request such changes in a written change order ("Change Order(s)") signed by Tenant's Change Order Designee (as defined below) and delivered to Landlord. Within five (5) business days after Landlord's receipt of a Change Order, Landlord shall respond to Tenant by submitting to Tenant either (a) a detailed statement of the cost of such changes (including additional fees, general conditions or overhead, if any) or (b) a written estimate of such additional time as Landlord requires to provide Tenant with the statement contemplated in subpart (a) above. Within five (5) days after Tenant's receipt of Landlord's detailed statement as contemplated by subpart (a) above, Tenant shall notify Landlord as to whether Tenant desires Landlord to proceed with such Change Order. In the event Town has changes in the Work not covered by the Contractthat Tenant fails to notify Landlord within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance be deemed withdrawn, and Tenant shall pay Landlord all costs incurred by Landlord as a result of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by submission of such Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedTenant's receipt from Landlord of documentation in reasonable detail, substantiating such costs. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a A Change Order due to Contractor’s failure to submit proper documentation requested by Tenant shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by increase the amount of the Change Order and provide a copy of Finish Work Allowance or the approved Change Order to the SuretyGMP (as defined in Section 2.03). In the event that the cost of any Change Order increases the costs of the Shell Work or the Finish Work, including construction costs, engineering fees, architectural fees or space planning costs, beyond the amounts identified on Exhibit B-1, Tenant shall reimburse Landlord for such excess ----------- amounts within ten (10) business days after Tenant's receipt of an invoice from Landlord respecting such increased costs and fees; provided, however, that if any Change Order requested by Tenant should result in a decrease in the costs of the Shell Work or the Finish Work as identified on Exhibit B-1, the amount of ----------- such decrease shall be credited to Tenant in proportion to the amounts set forth in Section 2.03, first against any liability Tenant may have to reimburse Landlord for any work authorized by an approved Change Order pursuant to this paragraph, and second as a reduction of Tenant's Minimum Annual Rent pursuant to Section 2.03. Tenant shall have the obligation to provide Landlord with any additional information (including, but not limited to, plans, specifications and drawings) which is necessary in order to perform and complete work authorized by an approved Change Order, and Tenant shall be solely responsible for such costs and expenses, including, but not limited to, all architectural and engineering fees incurred in revising the Approved Interior Plans. A general contractor fee in the amount of seven percent (7%) with respect to a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the for Shell Work requested in and eight percent (8%) with respect to a Change OrderOrder for Finish Work shall be charged to Tenant. A Change Order signed by Tenant's Change Order Designee shall be incorporated into and deemed a part of Exhibit B-2 or Exhibit B-4, as ----------- ----------- appropriate, for all purposes of the Lease. Landlord and Tenant hereby acknowledge that ▇▇▇▇ ▇▇▇▇▇ (or any other entity or individual subsequently designated by Tenant to Landlord in writing from time to time) shall serve as Tenant's Change Order Designee ("Tenant's Change Order Designee"), and Landlord and Tenant agree that Tenant's Change Order Designee shall have full and complete authority to bind and commit Tenant with respect to any Change Order requested by Tenant.

Change Orders. A. In Tenant shall have the event Town has right to request changes in to the Work not covered CD’s at any time following the date hereof by way of written change order (each, a “Change Order”, and collectively, “Change Orders”). Provided such Change Order is reasonably acceptable to Landlord, Landlord shall prepare and submit promptly to Tenant a memorandum setting forth the Contract, these changes will not invalidate or relieve Contractor impact on cost and Schedule resulting from any guarantee it has given in this Contractsaid Change Order (the “Change Order Memorandum of Agreement”). These changes will not relieve the Surety or Sureties The cost of any bonds and all extra Work Change Order shall be performed under the direct or reasonable estimated cost for the work and/or materials covered thereby and Seller’s overhead, general conditions of this Contract. Except in an emergency endangering life or property, changes in Work profit shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not be limited to exceed 10% fifteen percent (15%) of the net “hard costs” for changes which cost $5,000 or less and ten percent (10%) of the change with Work provided directly by the Contractor“hard costs” for changes which cost in excess of $5,000. For purposes of this ContractTenant shall, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance within five (5) business days following Tenant’s receipt of the Change Order Memorandum of Agreement, either (a) execute and return the Change Order shall identify Memorandum of Agreement to Landlord, or (b) retract its request for the corresponding lump sum adjustment Change Order. Upon Substantial Completion of the Tenant Improvement Work, to the contract price. C. In extent no otherwise covered by the event concealed conditions are discovered Allowance, Tenant shall pay to Landlord (or Landlord’s designee) any increase in the performance cost to construct the Tenant Improvements resulting from the Change Order, as set forth in a Change Order Memorandum of the Work below grade, or Agreement; provided however that in the event concealed or unknown conditions in an existing structure vary the amount of any such increase resulting from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due is in excess of One Hundred Thousand and 00/100 Dollars ($100,000.00) and it is not otherwise covered by the Allowance, Tenant shall pay to ContractorLandlord (or Landlord’s failure designee), within ten (10) days following Landlord’s request, ninety percent (90%) of such increase in cost to submit proper documentation construct the Tenant Improvements resulting from such Change Order. Landlord shall not be grounds for obligated to commence any work set forth in a Change Order until such time extension or basis of a claim. The Town shall respond as Tenant has delivered to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare Landlord the Change Order Memorandum of Agreement executed by Tenant and, if applicable, Tenant has paid Landlord in full for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a said Change Order.

Change Orders. A. In (a) Lessee may, from time to time, after Lessee’s approval of the event Town has Construction Documents, request that changes in be made to the Work Lessor Improvements that have not covered been Substantially Completed (each, a “Lessee Change Order”). Any Lessee Change Order requested by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work Lessee shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor writing and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment proposed change to the contract price. C. In Construction Documents with reasonable specificity. Any additional Warranties that Lessee elects to obtain subsequent to Lessee’s approval of the event concealed conditions are discovered Construction Documents shall constitute a Lessee Change Order. Lessee hereby acknowledges and agrees that a request for a Lessee Change Order may cause Lessor to incur out-of-pocket costs and expenses in order to evaluate the proposed Lessee Change Order (the “Evaluation Costs”) and may cause a delay in the performance of the Work below gradeLessor Improvements, which may require extension of the Target Completion Date (each, an Excused Delay). Evaluation Costs shall be Project Cost. (b) Following Lessor’s receipt of a request for a Lessee Change Order, within the Response Time, Lessor shall, or shall cause General Contractor to, deliver to Lessee a written notice (an “Evaluation Notice”) which shall include a statement describing Lessor’s estimates of: (i) whether and how such Lessee Change Order may expedite or delay the critical path of the Project Schedule, including a proposed revised Project Schedule, (ii) the increases and/or decreases in Project Costs anticipated to result from the proposed Lessee Change Order; and (iii) the amount of any Evaluation Costs and any Evaluation Delay which would be incurred to obtain pricing on such Lessee Change Order. After its receipt of such Evaluation Notice, within the Response Time, Lessee shall elect either to: (A) proceed with or withdraw the proposed Lessee Change Order; or (B) proceed with further evaluation of the proposed Lessee Change Order (and in the event concealed Lessee does not respond to Lessor within the Response Time, Lessee shall be deemed to have elected not to proceed with the requested Lessee Change Order). If Lessee elects to proceed with evaluation of a Lessee Change Order, Lessor shall, or unknown conditions shall cause General Contractor, as soon as practicable, but in an existing structure vary from any event within the conditions indicated in Response Time, provide Lessee with a written notice detailing the Contract Documentstotal additional costs of completing the applicable Lessee Change Order (collectively, the contract sum and time for completion may be adjusted by “Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedCosts”). The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of After its receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order Costs with respect to a requested Lessee Change Order, within the Response Time, Lessee shall elect either to proceed with or withdraw the proposed Lessee Change Order, and provide a copy of in the approved event Lessee does not respond to Lessor within the Response Time, Lessee shall be deemed to have elected not to proceed with the requested Lessee Change Order. If the Change Order to Costs approved by Lessee increase or decrease the Surety. In the event a Change Order cannot be agreed upon by the PartiesProject Costs, nothing in Section 3(b) of this Contract Amendment shall preclude the Town from performing, or having performed, the Work requested in a Change Orderapply.

Change Orders. A. In The term "Change Order" shall mean any modification to the event Town has changes Approved Pricing Plan, Working Drawings and/or Improvements that are not a natural and logical extension of the improvements depicted on the Approved Pricing Plan, as the same may have been modified from time to time in the accordance with this Work not covered Letter, that in each instance are requested by the ContractTenant and approved by Landlord, these changes will not invalidate or relieve Contractor from any guarantee it has given in this ContractLandlord's reasonable discretion. These changes will not relieve the Surety or Sureties Tenant shall deliver written notice (a "Change Notice") to Landlord requesting Landlord's approval of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved desired to be made by the Town. Contractor Tenant, which notice shall provide a complete breakdown of all labor and material costs with set forth in detail the Change Order requestrequested by Tenant. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% Landlord shall, following its receipt of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractany Change Notice, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined either, in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1Landlord's reasonable discretion, (A) approve such requested Change Order, or (B) disapprove such requested Change Order. If unit prices are quoted in Landlord approves of any Change Order request made by Tenant, Landlord shall provide Tenant with the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the estimated total cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order (including, but not limited to, architectural and engineering fees, construction costs, applicable permit costs and the Change Order Fee) and the estimated number of days of Tenant Delay (as defined in Section 6 below) resulting from such Change Order. Tenant shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made notify Landlord within thirty three (303) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of following receipt of the proposal. If accepted, foregoing information from Landlord whether or not Tenant desires to implement the Town shall prepare the applicable Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the SuretyOrder. In the event any Change Orders are approved by Landlord and Tenant pursuant to the terms hereof, Landlord shall cause its architect and engineers to incorporate such Change Orders into the Working Drawings. Except as expressly set forth herein, any Change Orders approved by Landlord pursuant to the terms hereof shall otherwise be treated as Improvements for purposes of the Lease and this Work Letter. Notwithstanding the foregoing, Tenant may submit changes to Approved Pricing Plan with respect to the Improvements in each Phase of the Premises on or prior to the dates set forth below as to each Phase, and, any such changes shall not constitute a Change Order cannot be agreed upon by Tenant Delay, unless and only to the Parties, nothing in this Contract shall preclude extent that such changes delay the Town from performing, or having performed, actual construction of the Work requested in a Change Order.Improvements for Schedule 3 attached hereto. such Phase beyond the period identified on

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Expansion [**] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within three (3) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such three (3) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include be deemed additions to the Contractor’s allowance for overhead Tenant Plan Excess Costs and profit not to exceed 10% of shall be paid in the net cost of the change with Work provided directly by the Contractor. For purposes same manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant may initiate changes in the Work not covered Expansion Premises Improvements. Each such change must receive the prior written approval of Landlord, such approval shall be granted or withheld in accordance with the standards set forth in Section 3.3 above. Tenant shall, upon completion of the Expansion Premises Improvements, furnish Landlord with accurate architectural, mechanical, electrical and plumbing “as built” plans of the Expansion Premises Improvements as constructed in both blueprint and electronic CADD format, which plans shall be incorporated into this Exhibit B by this reference for all purposes. If Tenant requests any changes to the ContractExpansion Premises Improvements described in the EP Working Drawings, these changes will not invalidate or relieve Contractor from then such increased costs and any guarantee it has given additional design costs incurred in this Contract. These changes will not relieve connection therewith as the Surety or Sureties result of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the such change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior added to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identifiedTotal EP Construction Costs. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor Tenant shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide Landlord with a copy of the proposed change and Landlord shall have five (5) business days of receipt thereof to notify Tenant whether it approves the proposed change, such approval shall be granted or withheld in accordance with the standards set forth in Section 3.3 above. If Landlord has comments concerning the proposed change (in which case such initially proposed change shall be deemed disapproved by Landlord pending such comments being addressed), then it shall specify in writing reasonable detail the reasons for such comments or concerns, in which case Tenant shall revise the proposed change request to reasonably address the Landlord’s comments and resubmit the requested change to Landlord within two (2) business days after Landlord notifies Tenant of its comments thereto, following which Landlord shall have five (5) business days to notify Tenant whether it approves the revised change request. If Landlord fails to notify Tenant that it has comments or concerns with the change request within five (5) business days after submission of such change request or revised change request (as the case may be) to Landlord, then Landlord shall be deemed to have approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderchange request.

Change Orders. A. In During the event Town has course of construction of Landlord’s Work, Tenant or Landlord may propose changes in to the Work not covered by the Contract, these Improvement Plans. Approved changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without directed and made by a written numbered “Change Order Order” prepared by Landlord’s contractor and approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the ContractorLandlord’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly architect or by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followedLandlord. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid proposed changes and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. resulting Change Orders shall be submitted by approved, accounted for and the Contractor time for construction adjusted as follows: (i) Change Order(s) resulting from the Town’s review and approval. Contractor action of applicable ordinances or codes or resulting from conditions not reasonably apparent at the time of preparation of the Improvements Plans shall provide all applicable supporting data and information. Delay in be subject to the mutual approval of a Landlord and Tenant, such approval not to be unreasonably withheld or delayed, and any delay resulting from such Change Order due Order(s) shall be added to Contractorthe time granted hereunder for Landlord’s failure performance of the construction. Additional costs resulting from any Change Order(s) covered by this subparagraph shall be added to submit proper documentation the Construction Budget. (ii) Change Order(s) proposed by Tenant shall be subject to the approval of Landlord (which approval shall not be grounds unreasonably withheld or conditioned and which shall be delivered or denied within ten (10) business days following receipt of request for a time extension or basis of a claim. The Town such approval from Tenant) and any delay resulting from such Change Order(s) shall respond be added to the Contractortime granted hereunder for Landlord’s proposal performance of the construction. Additional costs resulting from any Change Order(s) covered by this subparagraph shall be added to the Construction Budget. (iii) Change Order(s) proposed by Landlord shall be subject to the approval of Tenant (which approval shall not be unreasonably withheld or conditioned and which shall be delivered or denied within fourteen calendar ten (1410) business days of following receipt of request for such approval from Landlord), but any delay resulting from such Change Order(s) shall be added to the proposal. If accepted, the Town shall prepare the Change Order time granted hereunder for the ContractorLandlord’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount performance of the construction. Additional costs resulting from any Change Order and provide a copy of the approved Change Order Order(s) covered by this subparagraph shall be added to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderConstruction Budget.

Change Orders. A. In Tenant may authorize changes to the event Town has changes in the Work not covered improvements during construction only by the Contract, these written instructions to Landlord's representative on a form approved by Landlord. All such changes will not invalidate or relieve Contractor from be subject to Landlord's prior written approval in accordance with PARAGRAPH 5. Prior to commencing any guarantee it has given in this Contract. These changes change, Landlord will not relieve the Surety or Sureties of any bonds prepare and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or propertydeliver to Tenant, changes in Work shall not proceed without for Tenant's approval, a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed setting forth the total amount by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine which the cost of such change, which will include associated architectural, engineering, construction contractor's costs and fees, completion schedule changes: 1. If unit prices are quoted in the proposal or bid , and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, cost of Landlord's overhead will cause the cost of the improvements to exceed the allowance. If Tenant fails to approve such change order within five (5) business days after delivery by Landlord, Tenant will be deemed to have withdrawn the proposed change and Landlord will not proceed to perform the change. Tenant shall deposit in a mutually acceptable escrow one-half of the total amount by which the cost of such change will cause the cost of the improvements to exceed the allowance upon Tenant's approval of such change order. Upon Landlord's receipt of Tenant's approval and such payment, Landlord will proceed with the change. The remaining one-half of the total amount by which the cost of such change will cause the cost of the improvements to exceed the allowance will be billed periodically as the work proceeds, and Tenant agrees to deposit the amount billed in each such invoice in the escrow within fifteen (15) business days following its delivery. Unless the Lease is terminated as provided for in paragraph 2 of the Lease, all amounts deposited shall be computed by application released to Landlord upon the date of delivery of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Premises to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract DocumentsTenant, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this ContractImprovements, substantially complete. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Borrower shall not issue any Change Order Request under the event Town has changes Rova I Turnkey Contract without the prior written approval of the Independent Engineer and Agent at any time that amounts paid or incurred by Borrower pursuant to clause (x) of Section 4.2.2(c) of the Rova I Turnkey Contract exceed in the Work aggregate $50,000. Borrower shall not covered by the Contract, these changes will not invalidate or relieve Contractor from issue any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed Change Order Request under the conditions Rova II Turnkey Contract without the prior written approval of this Contractthe Independent Engineer and Agent at any time that amounts paid or incurred by Borrower pursuant to clause (x) of Section 4.2.2(c) of the Rova II Turnkey Contract exceed in the aggregate $50,000. Except in an emergency endangering life or property, changes in Work Borrower shall not proceed without authorize any Work to be commenced or permit the Contractor to commence any Work under or in connection with a Change Order Request (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable) or issue any Owner Authorization (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable) without the prior written approval of the Independent Engineer and Agent. Borrower shall provide to the Independent Engineer and Agent promptly upon receipt thereof the Estimates (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable) and the Contractor Parties Response (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable) in connection with any Change Order Request. Borrower shall respond to a Contractor Party Change Notice (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable) on or prior to the Owner Response Date (as defined in the Rova I Turnkey Contract and/or the Rova II Turnkey Contract, as applicable). Borrower shall not permit the Contractor to commence any Work under or in connection with a Contractor Party Change Notice under the Rova I Turnkey Contract without the approval of Agent and the Independent Engineer at any time that amounts paid or incurred by Borrower for Work under or in connection with a Contractor Party Change Orders under the Rova I Turnkey Contract for which a Change Order has not been agreed to exceeds in the aggregate $50,000. Borrower shall not permit the Contractor to commence any Work under or in connection with Contractor Party Change Notice under the Rova II Turnkey Contract without the approval of Agent and the Independent Engineer at any time that amounts paid or incurred by Borrower for Work under or in connection with Contractor Party Change Orders under the Rova II Turnkey Contract for which a Change Order has not been agreed to exceeds in the aggregate $50,000. Borrower shall not agree to a Change Order under the Rova I Turnkey Contract or the Rova II Turnkey Contract without the prior written approval of the Independent Engineer and Agent, except for Change Orders which (i) do not change the plans and specifications therein in any material respect, (ii) do not postpone or cause a postponement of Rova I Final Completion or Rova II Final Completion beyond the Rova I Required Completion Date and the Rova II Required Completion Date, respectively, (iii) do not alter in any respect the performance guarantees set forth in Article 12 of the Rova I Turnkey Contract and in Article 12 of the Rova II Turnkey Contract or the test methods for determining the capability of the Rova I Facility and the Rova II Facility to meet such performance guarantees and (iv) do not change the cost of construction, the Rova I Contract Price (by more than $200,000 as to any one change or $500,000 in the aggregate) or the Rova II Contract Price (by more than $100,000 as to any one change or $200,000 in the aggregate). Borrower shall not agree to acceptance of defective or non-conforming Work pursuant to Section 6.5 of the Rova I Turnkey Contract or pursuant to Section 6.5 of the Rova II Turnkey Contract without prior written approval of the Independent Engineer and Agent. 160 On the EWG Election Date Borrower shall agree to a binding Change Order with Contractor (the “EWG Change Order”) under the Rova II Turnkey Contract pursuant to which the Contract Price (as defined in the Rova II Turnkey Contract) is reduced by $2,242,000 minus any amounts due and owing to Contractor for the design, engineering and construction of the Additional Chillers (as defined in the Energy Services Agreement) prior to the EWG Approval Date pursuant to the terms of the Rova II Turnkey Contract, which amount has been approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractIndependent Engineer. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Tenant Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within ten (10) days after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work in the Second Amendment Additional Premises if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). With respect to Change Proposals for which a response cannot covered by reasonably be developed within ten (10) days, Landlord shall within the Contractten-day response period advise Tenant of the steps necessary in order for Landlord to evaluate the Change Order Proposal and the date upon which Landlord’s Change Order Response will be delivered. Tenant shall have the right within five (5) days after receiving Landlord’s Change Order Response (or Landlord’s notice that a Change Proposal could not be evaluated within the ten-day response period set forth above) to then approve or withdraw such Change Proposal. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless deemed additions to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order Tenant Plan Excess Costs and shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted paid in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitsame manner as Tenant Plan Excess Costs are paid as set forth in Section 1.4. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Lessee may, from time to time, submit to Lessor any written requests for changes or additions to the event Town has Construction Documents and/or the Improvements desired by the Lessee in such detail as Lessor may reasonably require (each a "Change Order"), which changes or additions shall be subject to Lessor's approval, which approval shall not be unreasonably withheld or delayed. Such approval shall include Lessor's written notice to Lessee of (i) the net increase, if any, in the Work not covered actual out of-pocket cost to be incurred by Lessor in completing the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs work associated with the Change Order request(the "Change Cost"), and (ii) the anticipated delays, if any, in completing the work as a result of such Change Order, including the processing thereof (the "Change Delay"). The breakdown Within five (5) business days after Lessee's receipt of such notice, Lessee shall give to Lessor written notice to proceed or not to proceed with the Change Order. Lessee's notice to proceed with the Change Order shall include a specific written agreement from Lessee to pay to Lessor the Contractor’s allowance for overhead Change Cost and profit not to exceed 10% written confirmation of Lessee's acceptance of the net cost Change Delay as a Lessee Delay hereunder. Following the required approvals, upon Lessee's written acceptance of any such Change Order, Lessor shall promptly revise the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant Construction Documents to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of incorporate the Change Order and shall proceed to complete the Improvements in accordance with the Change Order. Any and all Change Costs approved by Lessee and incurred by Lessor hereunder shall be reimbursed by Lessee to Lessor over the initial ten (10) year term of this Lease in amounts equal to for each year the sum of 10.5% multiplied by the total amount of the Change Costs. Such amounts shall be reimbursed by Lessee to Lessor in equal monthly installments together with the base rent payable by Lessee hereunder. Notwithstanding the foregoing, Lessor shall not be obligated hereby to pay any Change Costs after the total sum of all Change Costs paid by Lessor hereunder causes the total change order to exceed $200,000.00. Any Change Costs which will not be paid by Lessor hereunder shall be paid by Lessee on an item by item basis within ten (10) business days after the date that each such Change Order has been completed by Lessor and Lessor has delivered to Lessee a written invoice for such work. Calculations of any Change Costs shall identify the corresponding lump sum adjustment be subject to audit, verification, and correction, if necessary, by Lessee (who shall have access to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum relevant books and time records maintained by Lessor for completion may such purpose) without either party being prejudiced by any prior payment thereof; provided that any such audit shall be adjusted by completed for each Change Order upon claim by either party made within thirty forty-five (3045) days after the condition has been identified. The cost shall be determined by one date of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of Lessee's receipt of the proposal. If acceptedrelevant invoices, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount statements, and other documents supporting Lessor's calculation of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Cost for each such Change Order. Any disagreements between Lessor and Lessee regarding the calculation of any Change Costs shall be resolved in accordance with the procedures set forth in Section l(p) of this Lease.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval (which shall be granted or withheld in accordance with the approval standards set forth in Section 4.3(B) hereof) change proposals subsequent to Landlord’s approval of the Final Tenant Plans and Tenant’s approval of the applicable Cost Proposal (each, a “Change Order”). Any such change proposal submitted by Tenant must contain information consistent with the level of information required of design development drawings so the Landlord may assess the change proposal, and Landlord shall have no obligation to respond in detail to a change proposal which does not contain such level of information, but Landlord shall notify Tenant what additional information is required from Tenant. Landlord agrees to respond to any such change proposal (which response shall include any information necessary for Tenant to evaluate such change order) within ten (10) business days (or such longer time as is reasonably necessary taking into consideration the information contained in such change proposal, Landlord agreeing to use reasonable efforts to expedite the receipt of any information needed by Landlord to respond to such change proposal, such as revised bids from contractors) after the submission thereof by ▇▇▇▇▇▇, advising Tenant of any anticipated costs (“Change Order Costs”) associated with such change proposal, as well as an estimate of the length of any delay which would likely result in the completion of Landlord’s Work not covered by the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without if a Change Order approved by is made pursuant thereto. During the Townreview of a Change Order, Landlord shall continue with Landlord's Work without regard to such Change Order, except as set forth in Section 4.5(H) below. Contractor If Landlord disapproves such Change Order, Landlord shall provide continue with Landlord's Work without regard to such Change Order. Tenant shall have the right to then approve such change proposal within five (5) business days after receipt of such information. Tenant shall have the right to withdraw a complete breakdown of all labor change proposal at any time. If Tenant approves such change proposal and material costs a Change Order is made, then the net Change Order Costs with respect to related items associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by deemed additions or deductions, as the terms of this Contract. B. The Parties agree that there are two methods that case may be utilized be, to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid applicable Cost Proposal and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed paid by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitor credited to Tenant in accordance with Section 4.8. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has changes If Lessee desires any change in the Work not covered Approved Final Plans, such changes may only be requested by the Contract, these delivery to Lessor by Lessee of a proposed written “Change Order” specifically setting forth the requested change. Change Orders shall also include those changes will not invalidate or relieve Contractor from any guarantee it has given specified in this Contract. These changes will not relieve Work Letter as “Change Orders.” Lessor shall have five (5) business days from the Surety receipt of the proposed Change Order to provide Lessee with the Lessor’s Architect’s disapproval of the proposed change stating the reason(s) for such disapproval, or Sureties if Lessor’s Architect approves the proposed change, the following items: (i) an itemized breakdown of any bonds and all extra Work shall be performed under increase in the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a cost caused by such change (the “Change Order approved Cost”), (ii) a statement of the number of days of any delay caused by such proposed change (the Town. Contractor shall provide a complete breakdown of all labor and material costs with the “Change Order request. The breakdown shall include the Contractor’s allowance for overhead Delay”), and profit not to exceed 10% (iii) a statement of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change Change Order Delay (the “Change Order Delay Expense”), which Change Order Delay Expense shall be computed by application the product of the unit prices based on quantitiesnumber of days of delay multiplied by the estimated daily Base Rent first due under the Lease. Lessee shall then have one (1) business day to approve the Change Order Cost, the Change Order Delay and the Change Order Delay Expense. If this method is used no additional allowances Lessee approves these items, Lessor shall promptly execute the Change Order and cause the appropriate changes to the Approved Final Plans to be made. If Lessee fails to respond to Lessor within said one (1) business day period, the Change Order Cost, the Change Order Delay and the Change Order Delay Expense shall be made deemed disapproved by Lessee and Lessor shall have no further obligation to perform any work set forth in the proposed Change Order. The Change Order Cost shall include all costs associated with the Change Order, including, without limitation, architectural fees, engineering fees and construction costs, as reasonably determined by Lessor’s Architect and Lessor’s Contractor, respectively, together with a four percent (4%) fee of these costs as reimbursement for overhead the expense of administration and profit. 2coordination of such Change Order by Lessor. If The Change Order Delay shall include all delays caused by the additional work is not Change Order, including, without limitation, all design and construction delays, as reasonably determined by Lessor’s Architect and Lessor’s Contractor. Lessee shall pay Lessor for such Change Order Costs and the Change Order Delay Expenses within fifteen (15) days following Lessor’s delivery to Lessee of a request for payment (which request for payment shall contain reasonable supporting documentation including vendor or contractor invoices and details of costs covered by unit prices, unit prices were not provided in such request for payment). Lessor shall have no obligation to commence with the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance applicable Change Order until it receives Lessee’s approval of the Change Order (including Lessee’s approval of the Change Order Cost and the Change Order shall identify Delay Expense). Any delay in revising the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, Approved Final Plans or in constructing the event concealed or unknown conditions in an existing structure vary Improvements resulting from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to ContractorLessee’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to timely pay the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the applicable Change Order for the Contractor’s signature. The Town shall execute the approved Cost and Change Order within seven (7) days of receipt from the Contractor. The Contractor Delay Expense, as set forth above, shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide be deemed a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change OrderLessee Delay.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Tenant Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). ▇▇▇▇▇▇▇▇ agrees to respond to any such Change Proposal within five (5) business days after the submission thereof by ▇▇▇▇▇▇, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). With respect to Change Proposals for which a response cannot covered by reasonably be developed within five (5) business days, Landlord shall within the Contractfive business-day response period advise Tenant of the steps necessary in order for Landlord to evaluate the Change Order Proposal and the date upon which ▇▇▇▇▇▇▇▇’s Change Order Response will be delivered. Tenant shall have the right within five (5) days after receiving Landlord’s Change Order Response (or ▇▇▇▇▇▇▇▇’s notice that a Change Proposal could not be evaluated within the five business-day response period set forth above) to then approve or withdraw such Change Proposal. If Tenant fails to respond to ▇▇▇▇▇▇▇▇’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless deemed additions to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order Tenant Plan Excess Costs and shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted paid in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitsame manner as Tenant Plan Excess Costs are paid as set forth in Section 1.6. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval change proposals subsequent to Landlord’s approval of the Tenant Plans and Tenant’s approval of the Tenant Plan Excess Costs, if any (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within ten (10) days after the submission thereof by Tenant, advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, as well as an estimate of any delay which would likely result in the completion of the Landlord’s Work if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). With respect to Change Proposals for which a response cannot covered by reasonably be developed within ten (10) days, Landlord shall within the Contractten-day response period advise Tenant of the steps necessary in order for Landlord to evaluate the Change Order Proposal and the date upon which Landlord’s Change Order Response will be delivered. Tenant shall have the right within five (5) days after receiving Landlord’s Change Order Response (or Landlord’s notice that a Change Proposal could not be evaluated within the ten-day response period set forth above) to then approve or withdraw such Change Proposal. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless deemed additions to the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order Tenant Plan Excess Costs and shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted paid in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitsame manner as Tenant Plan Excess Costs are paid as set forth in Section 1.5. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Any changes to the event Town has changes Final Warm Shell Plans requested by Tenant shall require the prior written approval of Landlord (not to be unreasonably withheld or delayed). If Tenant desires any change in the Final Warm Shell Plans or Landlord Work not covered which is reasonable and practical (which shall be conclusively determined by Landlord), such changes may only be requested by the Contractdelivery to Landlord by Tenant of a proposed written “Change Order” specifically setting forth the requested change. Landlord shall endeavor, these changes will not invalidate within ten (10) business days from the receipt of the proposed Change Order, to provide Tenant with Landlord’s disapproval of the proposed change stating the reason(s) for such disapproval, or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve if the Surety or Sureties Landlord approves the proposed change, the following items: (i) a summary of any bonds and all extra Work shall be performed under the conditions of this Contract. Except increase in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in Landlord Work caused by such change (the proposal or bid “Change Order Cost”), (ii) a statement of the number of days of any delay caused by such proposed change (the “Change Order Delay”), and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, (iii) a statement of the cost of the change Change Order Delay (the “Change Order Delay Expense”), which Change Order Delay Expense shall be computed by application the product of the unit prices based on quantitiesnumber of days of delay multiplied by the estimated daily Base Rent rate. Tenant shall then have three (3) business days to approve the Change Order Cost, the Change Order Delay and the Change Order Delay Expense. If this method is used no additional allowances shall be made for overhead and profit. 2. If Tenant approves these items, the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance sum of the Change Order Cost and Change Order Delay Expense shall be concurrently paid to Landlord at the time of such Tenant approval, and Landlord shall thereafter promptly execute the Change Order and cause the appropriate changes to the Final Warm Shell Plans to be made. If Tenant fails to respond to Landlord or pay the amounts described in the foregoing sentence within said three (3) business day period, the Change Order Cost, the Change Order Delay and the Change Order Delay Expense shall identify the corresponding lump sum adjustment be deemed disapproved by Tenant and Landlord shall have no further obligation to the contract price. C. In the event concealed conditions are discovered perform any work set forth in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by proposed Change Order. The Change Order upon claim Cost shall include all costs associated with the Change Order, including, without limitation, architectural fees, engineering fees and construction costs, as conclusively determined by either party made within thirty (30) days after the condition has been identifiedLandlord. The cost Change Order Delay shall be include all delays caused by the Change Order, including, without limitation, all design and construction delays, as conclusively determined by one of the methods outlined in this ContractLandlord. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In From time to time after the event Town has date of the Lease, Tenant may notify Landlord of changes that Tenant proposes be made to the Final Plans (a “Change Order”). Promptly upon Tenant’s delivery to Landlord of a Change Order, Landlord shall notify Tenant (“Change Order Notice”) of both: (i) any estimated net increase or decrease in the Work not covered by Cost due to the ContractChange Order, these changes will not invalidate or relieve Contractor from and (ii) any guarantee it has given estimated delay (an “Estimated Delay”) in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with Scheduled Commencement Date if the Change Order requestis implemented. The breakdown Tenant shall include the Contractor’s allowance for overhead and profit not to exceed 10% notify Landlord of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal its final approval or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance disapproval of the Change Order within two (2) business days after Landlord delivers to Tenant the applicable Change Order Notice (“Change Order Response Period”). If Tenant fails to timely notify Landlord of its approval or disapproval of any proposed Change Order, Tenant shall be deemed to have automatically disapproved that particular Change Order and Landlord shall not proceed to implement any of the changes specified therein. If Tenant timely notifies Landlord of its approval of the Change Order, then, within three (3) business days after the expiration of the applicable Change Order Response Period, Tenant shall identify pay Landlord the corresponding lump sum adjustment to amount of any increase in the contract price. C. Work Cost (as set forth in the applicable Change Order Notice) in accordance with Paragraph 4 of this Work Letter; and upon receipt of such payment, Landlord shall implement the changes specified in the Change Order. In such event, however, any delay in the event concealed conditions are discovered in Scheduled Commencement Date resulting from the performance of the Work below grade, or work described in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by relevant Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contractdeemed a Delay Event (defined below). 3. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In the event Town has Tenant desires to make any material changes to the Approved Working Drawings, Tenant shall deliver written notice (the "Drawing Change Notice") of the same to Landlord (which Landlord may require to be on a standard AIA Change Order form), setting forth in detail the proposed changes (the "Tenant Change") Tenant desires to make to the Approved Working Drawings. Within three (3) business days following receipt of a Drawing Change Notice, Landlord shall deliver written notice to Tenant of either (i) Landlord's approval of the proposed Tenant Change, or (ii) its disapproval of the proposed Tenant Change (not to be unreasonably withheld, conditioned or delayed, in accordance with Landlord's rights under Section 3.3 of this Fifth Amendment Premises Work not covered by Letter) specifying in reasonably sufficient detail the Contract, these changes will not invalidate reasons for Landlord's disapproval. If Landlord fails to notify Tenant of Landlord's approval or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties disapproval of any bonds such Tenant Change within such three (3) business day period, Tenant shall have the right to provide Landlord with a second written request for approval (a "Tenant Change Second Request") that specifically identifies the Tenant Change and all extra Work contains the following statement in bold and capital letters: "THIS IS A SECOND REQUEST FOR APPROVAL PURSUANT TO THE PROVISIONS OF SECTION 3.6 OF THE WORK LETTER ATTACHED TO THE FIFTH AMENDMENT TO LEASE. IF LANDLORD FAILS TO RESPOND WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT OF THIS NOTICE, THEN LANDLORD SHALL BE DEEMED TO HAVE APPROVED THE TENANT CHANGE." If Landlord fails to respond to such Tenant Change Second Request within five (5) business days after receipt by Landlord, the Tenant change in question shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order deemed approved by the TownLandlord. Contractor Tenant shall provide a complete breakdown of pay all labor additional costs and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not fees, if any, attributable to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contractsuch Tenant Change, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant subject to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profitFifth Amendment Premises Improvement Allowance. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In (i) Tenant shall have the event Town has right from time to time to request changes in to the Work not covered Construction Drawings by way of written change order (each, a “Change Order,” and collectively, “Change Orders”). Landlord shall prepare and submit to Tenant within ten (10) days a memorandum setting forth the Contractimpact on cost and schedule, these changes will not invalidate if any, resulting from said Change Order (the “Change Order Memorandum of Agreement”), with such cost including any additional design fees and, if the applicable Change Order increases the cost to complete the Turnkey Work, a ten percent (10%) construction management fee. Tenant shall, within three (3) business days following Tenant’s receipt of the Change Order Memorandum of Agreement, either (a) execute and return the Change Order Memorandum of Agreement to Landlord, or relieve Contractor from any guarantee it has given in this Contract(b) retract its request for the Change Order. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work Landlord shall not proceed without be obligated to commence any work set forth in a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with until such time as Tenant has delivered to Landlord the Change Order requestMemorandum of Agreement executed by Tenant. The breakdown increase in the cost to construct the Turnkey Work, if any, resulting from the Change Order, as set forth in the Change Order Memorandum of Agreement, shall include be herein referred to as the Contractor’s allowance “Excess Turnkey Change Order Costs.” Landlord shall invoice Tenant on a monthly basis for overhead and profit not to exceed 10% the portion of the net Excess Turnkey Change Order Costs actually incurred by Landlord during the prior month and Tenant shall pay to Landlord the amount set forth in such invoice within ten (10) days following receipt of such invoice. (ii) Notwithstanding anything in this Lease to the contrary, in the event the actual cost of the change with Turnkey Work provided directly is reduced as a result of a Change Order to the Turnkey Work, as set forth in the Change Order Memorandum of Agreement, then the Minimum Annual Rent and corresponding Monthly Rental Installment schedules set forth in Section 1.01 above shall be modified to reflect such decrease, as such costs have been quantified in the applicable Change Order Memorandum of Agreement executed by the ContractorTenant. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted calculating a reduction in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed Minimum Annual Rent due to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior Change Orders to the issuance of Turnkey Work, Landlord shall multiply the net savings resulting from the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract priceOrder, plus five percent (5%), by 0.0795. [Example: Assume $400,000 savings. Then, $400,000 × 1.05 = $420,000 × 0.0795 = $33,390 Minimum Annual Rent savings. C. In the event concealed conditions are discovered in the performance of the Work below grade] [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract DocumentsMARKED BY BRACKETS, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this ContractHAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In (a) Upon the event Town has occurrence of an Adjustment Event or receipt of a written request for a Change, Corvis shall provide Customer with a proposed change order (each, a "Proposed Change Order") which shall include: (i) a written description of the changes to the Services that Corvis anticipates in connection with such Adjustment Event or Change; (ii) the Work not covered by impact of such change on the Contractoverall schedule for completing the Services; (iii) the impact to the fee for the Services; (iv) when appropriate, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties a description of any bonds additional personnel and all extra Work other resources required of Customer to permit Corvis to perform the Services if such change is made; and (v) any modification of any provisions herein. Customer shall be performed under the conditions of this Contract. Except pay Corvis its customary rates then in an emergency endangering life effect for any time spent preparing or property, changes in Work shall not proceed without a revising any Proposed Change Order. (b) A Proposed Change Order approved by shall become a "Change Order" when the Town. Contractor shall provide a complete breakdown of all labor and material costs with parties have agreed upon the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% content of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Proposed Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance each of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition them has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide executed a copy of the approved Proposed Change Order. Change Orders may be executed in counterparts, and may be amended only through an additional Change Order. Each Change Order shall be deemed an amendment to this Agreement or Change Order, as applicable. Proposed Change Orders shall have no effect whatsoever, except that if a representative of Customer authorizes any out-of-scope work prior to approval of a Proposed Change Order and Customer rejects the SuretyProposed Change Order pertaining to such work, Customer shall compensate Corvis for its fees and expenses for such work. In Corvis shall not be liable for any delays resulting from Customer's rejection of, or delay in approving, a Proposed Change Order relating to an Adjustment Event or Change. Corvis may from time to time identify events, conditions or circumstances that it considers to be an Adjustment Event or Change and may require that the event parties enter into a Change Order cannot be agreed upon by before proceeding with the PartiesServices. ATTACHMENT 11.1 CORVIS EQUIPMENT TRAINING CLASSES --------------------------------- ------------------------------------------------------------------------------------------------------------------- Code Class Target Audience Duration Pre-requisites ------------------------------------------------------------------------------------------------------------------- Corvis Transport Introduction and Basic --------------------------------------- T-1 Operation (HW and SW): ---------------------- . Overview All operations personnel 5 days . Operation . Safety . Turn-up, nothing in this Contract shall preclude the Town from performingProvisioning and Maintenance . Interpretation of alarm conditions ------------------------------------------------------------------------------------------------------------------- Corvis Switching Introduction and Basic --------------------------------------- T-2 Operation (HW and SW): ---------------------- . Overview All operations personnel 5 days Course T-1 . Operation . Safety . Turn-up, or having performed, the Work requested in a Change Order.Provisioning and Maintenance . Interpretation of alarm conditions

Change Orders. A. In the event Town has Tenant may request changes in the final Tenant’s Plans from time to time during construction of the Landlord’s Work not covered by the Contractsubmitting a written request describing any proposed change to Landlord (a “Tenant Change Proposal”). Any Tenant Change Proposal must be approved by Landlord, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work which approval shall not proceed without a Change Order approved by be unreasonably withheld or delayed. Any increase or decrease in the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Tenant Improvement Work provided directly by the Contractor. For purposes of this Contractwhich results from a Tenant Change Proposal, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price if implemented, shall be valid unless added to or subtracted from the procedure outlined in this section is followedFinal Project Cost Proposal, as the case may be. Any Work performed pursuant to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the PartiesHowever, the cost of any Change Orders necessitated by compliance with applicable legal requirements or conditions on the change Property shall be computed by application Landlord’s sole cost and expense. Landlord shall give notice back to Tenant responding to the Tenant Change Proposal within three (3) calendar days after Landlord’s receipt thereof, specifying the estimated effect, if any, in the cost of the unit prices Tenant Improvement Work and the estimated date of Substantial Completion, whichever is or are applicable, which would result from the subject Tenant Change Proposal, as determined by Landlord reasonably and in good faith based on quantities. If this method is used no additional allowances shall be made for overhead cost and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided time estimation methods customarily utilized in the proposal construction industry (the “Landlord’s Proposed Pricing/Timing Adjustment”). Tenant shall give notice back to Landlord approving or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made disapproving Landlord’s Proposed Pricing/Timing Adjustment within thirty three (303) days after Tenant’s receipt thereof. If Tenant approves Landlord’s Proposed Pricing/Timing Adjustment, the condition has been identifiedsubject Tenant Change Proposal shall become a change order and be incorporated into the final Tenant’s Plans executed in the construction of the Tenant Improvement Work (a “Change Order”). The cost Tenant shall be determined responsible for any actual increase in cost of construction caused by one of the methods outlined in this Contract. D. Change Orders (up to the amount set forth in Landlord’s Proposed Pricing/Timing Adjustment which shall be submitted approved by Tenant) provided such amount results, after all other adjustments, to an increase in the Contractor for Final Project Cost. If Tenant disapproves or does not timely respond to the TownLandlord’s review Proposed Pricing/Timing Adjustment, then the Parties shall work together to arrive at an acceptable Proposed Pricing/Time Adjustment to the Tenant Change Proposal and approvalin furtherance thereof adjust cost estimates, contributions and completion dates in connection with the Landlord’s Work . Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation Landlord shall not be grounds for a time extension or basis of a claim. The Town shall respond authorized to make any other material changes in the Contractorfinal Tenant’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the ContractorPlans without Tenant’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing consent in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderwriting.

Change Orders. A. In Tenant shall have the event Town has changes right, in accordance herewith, to submit for Landlord’s approval (not to be unreasonably withheld, conditioned or delayed) change proposals subsequent to the preparation of the Plans (each, a “Change Proposal”). Landlord agrees to respond to any such Change Proposal within such time as is reasonably necessary (taking into consideration the information contained in such Change Proposal) after the submission thereof by Tenant (but not later than ten (10) business days unless additional time is necessary due to the complexity of the requested change), advising Tenant of any anticipated increase in costs (“Change Order Costs”) associated with such Change Proposal, which may include a construction management fee of 4%, as well as an estimate of any delay (“Change Order Delay”) which would likely result in the completion of Landlord’s Sixth Amendment Premises Work not covered by if a Change Proposal is made pursuant thereto (“Landlord’s Change Order Response”). Tenant shall have the Contractright to then approve or withdraw such Change Proposal within five (5) days after receipt of Landlord’s Change Order Response. If Tenant fails to respond to Landlord’s Change Order Response within such five (5) day period, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Work such Change Proposal shall be performed under deemed withdrawn. If Tenant approves such Change Proposal, then such Change Proposal shall be deemed a “Change Order” hereunder and if the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without a Change Order approved by is made, then the Town. Contractor shall provide a complete breakdown of all labor and material costs Change Order Costs associated with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead be deemed “Tenant Excess Costs” and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes shall be paid as set forth in Section 1.3 of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price shall be valid unless the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order shall be governed by the terms of this ContractAgreement. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Order.

Change Orders. A. In Tenant may request changes or additions to the event Town final scope of work after the final scope of work has changes been prepared, reviewed, and approved by Tenant and Landlord (each a “Tenant Change Order”); provided, however, any such Tenant Change Order shall require Landlord’s consent, which shall not be unreasonably withheld, conditioned, or delayed, and such Tenant Change Order shall be signed by both Landlord and Tenant in order for such Tenant Change Order to be effective. Landlord may not make any substitutions without Tenant’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed’ provided, however, that if Tenant withholds its approval, any delay in obtaining and incorporating the Work not covered by originally specified materials (and any consequent delay in completing other work that appropriately must follow incorporation of such delay materials into the ContractLandlord’s Work) shall be deemed a Tenant Delay. (a) Except as provided in Paragraph 7(b) below, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds and all extra Landlord’s Work shall be performed under deemed to be Substantially Completed as set forth in Section 8 below; (b) Notwithstanding the conditions of this Contract. Except in an emergency endangering life or propertyforegoing, changes in Work shall not proceed without a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost of the change with Work provided directly by the Contractor. For purposes of this Contract, “net cost” shall mean the difference between all proper cost additions and deductions. No claim for adjustments of the contract price if Landlord shall be valid unless the procedure outlined delayed in this section is followed. Any completing Landlord’s Work performed pursuant as a result of: (i) Tenant’s failure to an approved change order shall be governed by the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted comply with any deadlines or in the proposal submission of plans, drawings, specifications or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the change shall be computed by application of the unit prices based on quantities. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value of the change prior to the issuance of the Change Order and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below gradeother information, or in approving any working drawings or estimates or in giving any authorization or approval within the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time frames set forth herein; (ii) Tenant’s request for completion may be adjusted by a Tenant Change Order upon claim by either party made within thirty Order; (30iii) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to ContractorTenant’s failure to submit proper documentation pay when due any portion of the Excess TI Contribution or any other sums for Landlord’s Work payable by Tenant; (iv) Tenant’s request for materials, finishes or installations as part of the Landlord’s Work which constitute long lead items, provided Tenant is provided with prior written notice of long lead times; (v) any delay in obtaining a building permit with respect to the Landlord’s Work caused by the action or omission of Tenant; or (vi) the performance (or failure thereof) of any work by any person or firm employed or retained by Te▇▇▇▇, then for purposes of determining the date of Substantial Completion, the work and materials to be provided by Landlord pursuant to this Exhibit “B” shall be deemed to have been Substantially Completed on the date that they would have been Substantially Completed if such delay or delays (each of which is referred to herein as a “Tenant Delay”) had not occurred. Landlord agrees to use good faith reasonable efforts to counter the effect of any Tenant Delay; however, Landlord shall not be grounds for a time extension obligated to expend any additional amounts in such efforts (e.g., by employing overtime labor) unless Te▇▇▇▇ ▇grees in advance in writing to bear any incremental cost associated with such efforts (whether or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town shall execute the approved Change Order within seven (7) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount of the Change Order and provide a copy of the approved Change Order to the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Ordersuch efforts are ultimately successful).

Change Orders. A. In Except to the event Town has extent required by Applicable Law, no material changes or modifications to the Approved Working Drawings shall be made except by a written change order signed by Landlord and Tenant. If Tenant desires any change in the Work not covered by Approved Working Drawings, Tenant shall cause the Contract, these changes will not invalidate or relieve Contractor from any guarantee it has given in this Contract. These changes will not relieve the Surety or Sureties of any bonds Architect to prepare and all extra Work shall be performed under the conditions of this Contract. Except in an emergency endangering life or property, changes in Work shall not proceed without to submit to Landlord a Change Order approved by the Town. Contractor shall provide a complete breakdown of all labor and material costs with the Change Order request. The breakdown shall include the Contractor’s allowance for overhead and profit not to exceed 10% of the net cost copy of the change with Work order reflecting the proposed change. Landlord shall not unreasonably withhold or condition its approval of a change order, and shall approve or disapprove of the same within two (2) business days after receipt thereof; provided that Landlord may withhold its consent, in its sole discretion, to any change if such change would directly by or indirectly delay the Contractor. For purposes Substantial Completion of the Premises; provided, further, that to the extent Tenant agrees in writing that such delay specified in such Change Order, shall be deemed a Tenant Delay pursuant to Section 5.2.5 of this ContractTenant Work Letter, “net cost” then such consent shall mean the difference between all proper cost additions and deductionsnot be unreasonably withheld by Landlord. No claim for adjustments If Landlord disapproves a change order, Landlord shall notify Tenant of the contract price shall be valid unless revisions required, if any, that would make the procedure outlined in this section is followed. Any Work performed pursuant to an approved change order acceptable to Landlord. At the time Landlord approves of a change order, Landlord shall be governed by provide Tenant with Landlord’s estimate of (i) the terms of this Contract. B. The Parties agree that there are two methods that may be utilized to determine the cost of changes: 1. If unit prices are quoted increase or decrease in the proposal or bid and the additional work is covered by those unit prices, or can be subsequently agreed to by the Parties, the cost of the Tenant Improvements which would result from such change shall be computed by application order (taking into account any savings resulting from the current or previous changes), and (ii) the delay, if any, beyond October 1, 2012, in the completion of the unit prices based on quantitiesTenant Improvements which would result from such change order. Landlord shall exercise reasonable care in preparing the cost and delay estimates, but such estimates will not limit Tenant’s obligation to pay for the actual increase in the cost of the Tenant Improvements resulting from the change order or Tenant’s responsibility for actual delays resulting from the change order. Within two (2) business days after receipt of the cost and delay estimates, Tenant shall notify Landlord in writing whether Tenant approves the change order. If this method is used no additional allowances shall be made for overhead and profit. 2. If the additional work is not covered by unit prices, unit prices were not provided in the proposal or bid, or the Parties mutually agree, then Town and Contractor may negotiate and agree upon the value Tenant approves of the change prior to the issuance of the Change Order order, then Tenant and the Change Order shall identify the corresponding lump sum adjustment to the contract price. C. In the event concealed conditions are discovered in the performance of the Work below grade, or in the event concealed or unknown conditions in an existing structure vary from the conditions indicated in the Contract Documents, the contract sum and time for completion may be adjusted by Change Order upon claim by either party made within thirty (30) days after the condition has been identified. The cost shall be determined by one of the methods outlined in this Contract. D. Change Orders shall be submitted by the Contractor for the Town’s review and approval. Contractor shall provide all applicable supporting data and information. Delay in approval of a Change Order due to Contractor’s failure to submit proper documentation shall not be grounds for a time extension or basis of a claim. The Town shall respond to the Contractor’s proposal within fourteen calendar (14) days of receipt of the proposal. If accepted, the Town shall prepare the Change Order for the Contractor’s signature. The Town Landlord shall execute the approved Change Order change order, and the Approved Working Drawings shall be revised to incorporate the change order. If Tenant fails to approve the change order within seven such two (72) days of receipt from the Contractor. The Contractor shall notify its bonding company that the Contract has been changed by the amount business days, construction of the Change Order and provide a copy of Tenant Improvements shall proceed in accordance with the approved Change Order to Approved Working Drawings without incorporating the Surety. In the event a Change Order cannot be agreed upon by the Parties, nothing in this Contract shall preclude the Town from performing, or having performed, the Work requested in a Change Orderchange order.