Common use of IMPROVEMENT WORK Clause in Contracts

IMPROVEMENT WORK. Tenant shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of the entirety of the Leased Premises (the “Improvement Work”). Tenant shall complete construction of the Improvement Work for the entirety of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Work. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare and submit to Landlord for its approval two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineers. (b) Within 10 days after receipt of Tenant’s drawings Landlord shall return one set of prints thereof with Landlord’s approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submitted, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to the commencement of such work, and in any event no later than , 200 . The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of Landlord. (g) During the construction of the Improvement Work, Tenant shall provide and pay for temporary connections for all utilities brought to the Building. Trash removal will be done continually at

IMPROVEMENT WORK. Tenant shall constructLandlord shall, at Landlord’s sole cost and expense (except as otherwise provided herein), furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of the entirety of design, material, labor and equipment required to construct the Leased Premises (Improvements as described on Exhibit B attached hereto. Landlord shall construct the “Improvement Work”). Tenant shall complete Improvements in a good and workmanlike manner, and in accordance with all applicable statutes, ordinances and building codes, governmental rules, regulations and orders relating to construction of the Improvement Improvements (but not matters arising because of Tenant Work for or specific to the entirety particular business Tenant seeks to engage in the Premises). Landlord shall diligently proceed with the construction of the Leased Premises no later than , 200 , subject Improvements and use good faith efforts to delays caused by Force Majeure. Tenant shall also be responsible for Substantially Complete the cost of any alterations Improvements to the Building required as a result of the Improvement Work. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed Premises in accordance with the following provisions: schedule attached as Schedule 2 hereto (“Construction Schedule”); provided, however, if Landlord fails to so Substantially Complete the Improvements in accordance with the Construction Schedule, then (a) the validity of this Lease and the obligations of Tenant under this Lease shall not be affected, and (b) Tenant shall prepare have no claim against Landlord (and submit Landlord shall have no liability) hereunder, at law or in equity, arising from Landlord’s failure to Substantially Complete the Improvements in accordance with the Construction Schedule. In the event the Improvements are not Substantially Completed within the timeframe for Substantial Completion set forth in the Construction Schedule, Landlord for its approval two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for shall continue to use reasonable efforts to cause the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s utility requirementsImprovements to be Substantially Completed promptly thereafter. Tenant shall reasonably cooperate with Landlord to permit Landlord to complete the Improvements. In the event any accrued Tenant Delays cause all drawings and specifications for the Improvement Work Landlord to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineers. (b) Within 10 days after receipt of Tenant’s drawings Landlord shall return one set of prints thereof with Landlord’s approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submitted, and Landlord shall approve pay or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary incur costs or expenses in connection with the Improvement Work prior to the commencement of such workdesign, construction and in any event no later than , 200 . The Improvement Work shall (i) be constructed in compliance with all Substantial Completion of the terms and conditions Improvements in excess of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, costs or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical expenses that would otherwise have been paid or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s drawings incurred by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s contractors pay any such reasonable out-of-pocket excess costs and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish expenses to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“ContractorTenant Delay Costs”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord), and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord mayAdditional Rent, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of LandlordLandlord submits invoices for any such excess costs or expenses. (g) During the construction of the Improvement Work, Tenant shall provide and pay for temporary connections for all utilities brought to the Building. Trash removal will be done continually at

IMPROVEMENT WORK. Tenant (a) Lessee shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of have the entirety of right to improve (herein ---------------- referred to as the Leased Premises (the “"Improvement Work”). Tenant shall complete construction of ") the Improvement Work Premises by installing banking and depository facilities therein so that the Premises may be used for the entirety operation of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Workretail banking and depository facility in accordance with Section 5 hereof. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare terms and submit to Landlord for its approval two sets conditions of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification this Section 8 of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineersthis lease. (b) Within 10 The Improvement Work shall be done in accordance with plans and specifications (hereinafter referred to as the "Plans and Specifications") provided by Lessee for the use and benefit of Lessor and Lessee. Lessee, within thirty (30) days from the date of this lease, shall furnish Lessor with said Plans and Specifications for Lessor's review and approval. The Plans and Specifications shall be subject to the prior approval of Lessor. Lessor shall promptly, and not later than five (5) days after receipt of Tenant’s drawings Landlord shall return one a set of prints thereof with Landlord’s thereof, approve or reject the Plans and Specifications submitted to Lessor by Lessee. Lessee, within thirty (30) days after the approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submittedPlans and Specifications by Lessor, shall begin the work to improve the Premises, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to shall be completed by Lessee in accordance with the commencement approved Plans and Specifications within four (4) months form the date of such work, and in any event no later than , 200 this lease. The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in In connection with the Improvement Work, Landlord Lessee specifically agrees that improvements shall not affect the structure, roof, or floor of the store building except in connection with the installation of a vault, night depository unit or any automated teller machine, or otherwise adversely affect any area of the store building other that the Premises, or affect the peaceful enjoyment of Lessor. (c) Lessee shall, at its sole cost and expense, pay the cost of such bondsthe Improvement Work, including the cost of the Plans and Specifications therefor. Prior Neither Lessee nor nay contractor engaged by Lessee shall have any right to commencing constructioncreate any charge or lien against the store building or the land on which the store building is located on account of the Improvement Work, Tenant and this lease shall deliver not be construed to Landlord authorize any charge of lien against the following:store building or the land on which the store building is located on (id) The address of Tenant’s general Lessor shall have the right to approve the contractor (who or contractors, as the case may be, selected by Lessee to perform the Improvement Work, but such approval shall not be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such workarbitrarily nor unreasonably withheld. (e) After final approval of Tenant’s drawings by Landlord, Tenant Lessor shall proceed promptly have the right to commence performance inspect the construction of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable Work from time to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlordtime. (f) Any changes in The Plans and Specifications and the contract for the Improvement Work from the final drawings approved by Landlord shall be subject may contain such other terms and provisions not in conflict with nor contrary to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications this Section 8 as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of LandlordLessee may elect. (g) During Lessee, at its sole cost and expense, shall furnish all improvements, fixtures, equipment, and furnishings which it deems necessary or desirable for the establishment and operation of the Banking Facility, and shall pay all costs of improvement of the Premises necessary for the installation of such items. Notwithstanding any attachment or affixation of the Banking Facility or any part thereof to the Premises, or the manner, mode, extent, or nature of any such attachment or affixation, the Banking Facility and each part thereof will be, and shall at all times continue to be, personal property, and shall not at any time become or be deemed to be fixtures or in any other manner a part of the Premises or the store building. All permits, licenses and authorizations required in connection with the Improvement work shall be obtained and paid for by Lessee as the same are required. (h) Lessee shall make no alterations or additions of any kind in or to the Premises or the Banking Facility without first obtaining Lessor's written consent, and all such work shall be subject to the provisions of this Section 8. (i) In the event of disagreement between Lessor and Lessee as to whether any construction complies with the Plans and Specifications or whether any construction is complete and ready for use and occupancy, the disagreement shall be determined by any architect selected by Lessee, representing Lessee, and any architect selected by Lessor, representing Lessor. If said two architects cannot agree, the two shall select a third person who shall also be an architect, and the decision of the three, by a majority vote, shall terminate the disagreement. All of said architects shall be licensed to practice architecture in the state in which the store building is located. Each party shall pay its architect and the expense of the third architect shall be shared equally. (j) Times stated in this Section 8 shall not be of the essence of the contract so long as the work or obligation concerned is carried on with reasonable diligence and without unreasonable daily delays (caused by acts of God or material shortages beyond (k) Lessor shall not be liable for any damage to Lessee's property arising from the operations of the contractor relating to the Improvement Work, Tenant . Said contractor shall provide public liability and pay property damage insurance for temporary connections the protection of Lessor and Lessee on account of injuries to persons or damage to such persons' property (including property of Lessor and Lessee) arising form the contractor's operations in the amount of One Million Dollars ($1,000,000) for all utilities brought property damage; One Million Dollars ($1,000,000) for injuries to any one person; and One Million Dollars ($1,000,000) for injuries occurring in any one accident. The contractor shall furnish builders' risk insurance on the Building. Trash removal will be done continually atwork covered by the contract.

IMPROVEMENT WORK. Tenant (a) Lessee shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of have the entirety of right to improve (herein ---------------- referred to as the Leased Premises (the “"Improvement Work”). Tenant shall complete construction of ") the Improvement Work Premises by installing banking and depository facilities therein so that the Premises may be used for the entirety operation of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Workretail banking and depository facility in accordance with Section 5 hereof. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare terms and submit to Landlord for its approval two sets conditions of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification this Section 8 of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineersthis lease. (b) Within 10 The Improvement Work shall be done in accordance with plans and specifications (hereinafter referred to as the "Plans and Specifications") provided by Lessee for the use and benefit of Lessor and Lessee. Lessee, within thirty (30) days from the date of this lease, shall furnish Lessor with said Plans and Specifications for Lessor's review and approval. The Plans and Specifications shall be subject to the prior approval of Lessor. Lessor shall promptly, and not later than five (5) days after receipt of Tenant’s drawings Landlord shall return one a set of prints thereof with Landlord’s thereof, approve or reject the Plans and Specifications submitted to Lessor by Lessee. Lessee, within thirty (30) days after the approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submittedPlans and Specifications by Lessor, shall begin the work to improve the Premises, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to shall be completed by Lessee in accordance with the commencement approved Plans and Specifications within four (4) months form the date of such work, and in any event no later than , 200 this lease. The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in In connection with the Improvement Work, Landlord Lessee specifically agrees that improvements shall not affect the structure, roof, or floor of the store building except in connection with the installation of a vault, night depository unit or any automated teller machine, or otherwise adversely affect any area of the store building other that the Premises, or affect the peaceful enjoyment of Lessor. (c) Lessee shall, at its sole cost and expense, pay the cost of such bondsthe Improvement Work, including the cost of the Plans and Specifications therefor. Prior Neither Lessee nor nay contractor engaged by Lessee shall have any right to commencing constructioncreate any charge or lien against the store building or the land on which the store building is located on account of the Improvement Work, Tenant and this lease shall deliver not be construed to Landlord authorize any charge of lien against the following:store building or the land on which the store building is located on (id) The address of Tenant’s general Lessor shall have the right to approve the contractor (who or contractors, as the case may be, selected by Lessee to perform the Improvement Work, but such approval shall not be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such workarbitrarily nor unreasonably withheld. (e) After final approval of Tenant’s drawings by Landlord, Tenant Lessor shall proceed promptly have the right to commence performance inspect the construction of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable Work from time to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlordtime. (f) Any changes in The Plans and Specifications and the contract for the Improvement Work from the final drawings approved by Landlord shall be subject may contain such other terms and provisions not in conflict with nor contrary to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications this Section 8 as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of LandlordLessee may elect. (g) During Lessee, at its sold cost and expense, shall furnish all improvements, fixtures, equipment, and furnishings which it deems necessary or desirable for the establishment and operation of the Banking Facility, and shall pay all costs of improvement of the Premises necessary for the installation of such items. Notwithstanding any attachment or affixation of the Banking Facility or any part thereof to the Premises, or the manner, mode, extent, or nature of any such attachment or affixation, the Banking Facility and each part thereof will be, and shall at all times continue to be, personal property, and shall not at any time become or be deemed to be fixtures or in any other manner a part of the Premises or the store building. All permits, licenses and authorizations required in connection with the Improvement work shall be obtained and paid for by Lessee as the same are required. (h) Lessee shall make no alterations or additions of any kind in or to the Premises or the Banking Facility without first obtaining Lessor's written consent, and all such work shall be subject to the provisions of this Section 8. (i) In the event of disagreement between Lessor and Lessee as to whether any construction complies with the Plans and Specifications or whether any construction is complete and ready for use and occupancy, the disagreement shall be determined by any architect selected by Lessee, representing Lessee, and any architect selected by Lessor, representing Lessor. If said two architects cannot agree, the two shall select a third person who shall also be an architect, and the decision of the three, by a majority vote, shall terminate the disagreement. All of said architects shall be licensed to practice architecture in the state in which the store building is located. Each party shall pay its architect and the expense of the third architect shall be shared equally. (j) Times stated in this Section 8 shall not be of the essence of the contract so long as the work or obligation concerned is carried on with reasonable diligence and without unreasonable daily delays (caused by acts of God or material shortages beyond (k) Lessor shall not be liable for any damage to Lessee's property arising from the operations of the contractor relating to the Improvement Work, Tenant . Said contractor shall provide public liability and pay property damage insurance for temporary connections the protection of Lessor and Lessee on account of injuries to persons or damage to such persons' property (including property of Lessor and Lessee) arising form the contractor's operations in the amount of One Million Dollars ($1,000,000) for all utilities brought property damage; One Million Dollars ($1,000,000) for injuries to any one person; and One Million Dollars ($1,000,000) for injuries occurring in any one accident. The contractor shall furnish builders' risk insurance on the Building. Trash removal will be done continually atwork covered by the contract.

IMPROVEMENT WORK. Tenant shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of the entirety of the Leased Premises (the “Improvement Work”). Tenant shall complete construction of the Improvement Work for the entirety of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Work. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare and submit to Landlord for its approval two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineers. (b) Within 10 5 days after receipt of Tenant’s drawings Landlord shall return one set of prints thereof with Landlord’s approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submitted, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to the commencement of such work, and in any event no later than , 200 . The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) 1. The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing)contractor, and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) 2. The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) 3. Evidence of insurance as called for hereinbelow. (iv) 4. An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable cancelable without at least 30 days’ prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any material deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of Landlord. (g) During the construction of the Improvement Work, Tenant shall provide and pay for temporary connections for all utilities brought to the Building. Trash removal will be done continually atat Tenant’s sole cost and expense. No trash, or other debris, or other waste may be deposited at any time outside the Building. If so, Landlord may remove it at Tenant’s expense, which expense shall equal the cost of removal plus twenty-five percent (25%) of such costs as a management fee. (h) Storage of Tenant’s contractors’ construction materials, tools and equipment shall be confined within the Building, and in no event shall any materials or debris be stored outside of the Building. (i) Tenant acknowledges that it has engaged its architects and shall be solely responsible for the actions and omissions of its architects and for any loss, liability, claim, cost, damage or expense suffered by Landlord or any other entity or person as a result of the acts or omissions of its architects or for delays caused by its architects. Landlord’s approval of any of Tenant’s architects or engineers and of any documents prepared by any of them shall not be for the benefit of Tenant or any third party, and Landlord shall have no duty to Tenant or to any third parties for the actions or omissions of Tenant’s architects or engineers. Tenant shall indemnify and hold harmless Landlord against any and all losses, costs, damages, claims and liabilities arising from the actions or omissions of Tenant’s architects and engineers. (j) Landlord shall have the right to post in a conspicuous location on the Building or the Premises, as well as record with the County of Santa ▇▇▇▇▇, a Notice of Nonresponsibility. (k) Without limiting the generality of the foregoing, any work to be performed outside of the Building shall be coordinated with Landlord, and shall be subject to reasonable scheduling requirements of Landlord. (l) Tenant shall, upon completion of its work, submit to Landlord two (2) complete sets of plans (one (1) reproducible) and specifications covering all of the Improvement Work, including architectural, electrical, and plumbing, as built.

IMPROVEMENT WORK. Tenant (a) The parties acknowledge that SDC currently is causing the SDC Terminal to be expanded from 66 doors to 96 doors and is causing certain other improvements to be made thereto, all as more particularly described on Exhibit "C" attached hereto and made a part hereof (the "SDC Terminal Work"). The parties do not desire to close the exchange transaction contemplated by this Agreement until such time as the SDC Terminal Work shall constructhave been completed. SDC shall work diligently to cause the SDC Terminal Work to be completed at its expense as soon as is reasonably practicable, furnish or install in a good and workmanlike manner and in compliance with all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy applicable laws. REX ▇▇▇ll have the right to consult with SDC regarding change orders to the SDC Terminal Work to expand the size of the entirety driver's restroom and the office space (the "Change Order Work") and SDC shall cooperate with REX ▇▇ any reasonable manner in connection therewith, provided that promptly upon completion of the Leased Premises (the “Improvement Work”)Change Order Work REX ▇▇▇ll reimburse SDC in cash for any increased construction or other costs incurred by SDC in connection therewith. Tenant shall complete construction of the Improvement Work for the entirety of the Leased Premises no later than , 200 , subject Subject to delays caused by Force Majeurematters beyond its reasonable control, SDC expects that the SDC Terminal Work (exclusive of the Change Order Work) shall be completed no later than February 29, 1996 (the date of actual completion, which may be earlier or later than such target date, being the "Completion Date"), and SDC promptly shall notify REX ▇▇ writing when the Completion Date occurs. Tenant SDC shall also cause any Change Order Work which shall not have been completed by the Completion Date to be responsible for completed promptly following the cost Completiom Date, the parties acknowledging that completion of any alterations the Change Order Work shall not be a condition precedent to the Building required as a result closing of the Improvement Work. The Improvement Work shall be in conformity with drawings exchange transaction and specifications submitted to and approved by Landlord and shall be performed in accordance with that such completion may occur after the following provisions: (a) Tenant shall prepare and submit to Landlord for its approval two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineersClosing Date. (b) Within 10 days after receipt of Tenant’s drawings Landlord shall return one set of prints thereof with Landlord’s approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submitted, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work At any time prior to the commencement of such workClosing Date, SDC or Spartan and in any event no later than their respective employees and agents may enter upon the REX ▇▇▇minal and construct or cause to be constructed, 200 at their expense, perimeter fencing around the REX ▇▇▇minal. The Improvement Work Such work shall (i) be constructed performed in compliance with all of the terms and conditions of the Lease and with all applicable laws SDC/REX ▇▇▇▇▇▇▇▇▇ ▇▇▇HANGE 100 3 and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of the Building. Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner so as is commercially reasonable. Tenant shall reimburse Landlord on demand for not to unreasonably interfere with REX's operations at the cost of repairing any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to LandlordREX ▇▇▇minal. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of Landlord. (g) During the construction of the Improvement Work, Tenant shall provide and pay for temporary connections for all utilities brought to the Building. Trash removal will be done continually at

IMPROVEMENT WORK. Tenant shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s 's use and occupancy of the entirety of Premises, including, but not limited to, supplemental HVAC equipment in the Leased Premises plenum and the Building roof, an exterior generator, directional signage and a conduit between the Building and the building at 3050 Zanker Road (the “"Improvement Work”"). Tenant shall complete construction of the Improvement Work for the entirety of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Work. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord (as set forth below) and shall be performed in accordance with the following provisions: (a) Tenant shall prepare and submit to Landlord for its approval (which approval shall not be unreasonably withheld) two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s 's utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineers. (b) Within 10 five (5) business days after receipt of Tenant’s 's drawings Landlord shall return one set of prints thereof with Landlord’s 's approval and/or suggested modifications noted thereonthereon as well as a list of those items of the Improvement Work which Tenant, notwithstanding anything to the contrary contained in the Lease, shall be required to remove, in accordance with Section 2.6 of the Lease, at the expiration of the Lease (the "Specialized Improvements"). An initial list of the Specialized Improvements (which have been approved by Landlord subject to receipt and approval of the plans and specifications as provided herein) is included on Schedule 1 attached hereto. If Landlord has approved Tenant’s 's drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s 's drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven (7) days following Landlord’s 's return to Tenant of the drawings originally submitted, and Landlord shall approve or disapprove such revised drawings within seven three (3) business days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to the commencement of such work, and in any event no later than , 200 . The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s 's mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) The address of Tenant’s 's general contractor (who shall be subject to Landlord’s reasonable approval in writing)contractor, and the names of the primary subcontractors Tenant’s 's contractor intends to engage for the construction of the PremisesImprovement Work. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s 's drawings by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s 's contractors and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s 's option, be subject to administrative supervision by Landlord in their use of the BuildingBuilding (at no additional expense to Tenant). Tenant shall furnish to Landlord a copy of the executed contract between Tenant and Tenant’s 's general contractor covering all of Tenant’s 's obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing immediately, upon demand, repair any damage to the Building caused by Tenant or its contractors during performance of the Improvement Work. Tenant’s 's contractors shall conduct their work and employ labor in such manner as to maintain harmonious labor relations. Tenant’s 's general contractor (“"Contractor”") shall obtain a builder’s 's risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s 's general contractor and subcontractors shall carry worker’s 's compensation insurance for their employees as required by law. The builder’s 's risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable cancelable without at least 30 days’ ' prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s 's prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s 's plans and specifications as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s 's notice to Tenant. Only new materials shall be used in the construction of the Improvement Work, except with the written consent of Landlord. (g) During Storage of Tenant's contractors' construction materials, tools and equipment shall be confined within the construction Building, and in no event shall any materials or debris be stored outside of the Building. (h) Tenant acknowledges that if it engages an architect, it shall be solely responsible for the actions and omissions of its architects and for any loss, liability, claim, cost, damage or expense suffered by Landlord or any other entity or person as a result of the acts or omissions of its architects or for delays caused by its architects. Landlord's approval of any of Tenant's architects or engineers and of any documents prepared by any of them shall not be for the benefit of Tenant or any third party, and Landlord shall have no duty to Tenant or to any third parties for the actions or omissions of Tenant's architects or engineers. Tenant shall indemnify and hold harmless Landlord against any and all losses, costs, damages, claims and liabilities arising from the actions or omissions of Tenant's architects and engineers. (i) Landlord shall have the right to post in a conspicuous location on the Building or the Premises, as well as record with the County of Santa ▇▇▇▇▇, a Notice of Nonresponsibility. (j) Without limiting the generality of the foregoing, any work to be performed outside of the Building shall be coordinated with Landlord, and shall be subject to reasonable scheduling requirements of Landlord. (k) Tenant shall, upon completion of its work, submit to Landlord two (2) complete sets of plans (one (1) reproducible) and specifications covering all of the Improvement Work, Tenant including architectural, electrical, and plumbing, as built. Upon full execution of the Lease, Landlord shall provide Tenant with a complete set of base building shell drawings and pay the site plan for temporary connections for all utilities brought to Tenant's review and use in connection with the Building. Trash removal will be done continually atImprovement Work.

IMPROVEMENT WORK. Tenant (a) Lessee shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use have the right to expand the ---------------- store building and occupancy of improve (herein referred to as the entirety of the Leased Premises (the “"Improvement Work”). Tenant shall complete construction of ") the Improvement Work Premises by expanding and installing banking and depository facilities therein so that the Premises may be used for the entirety operation of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Workretail banking and depository facility in accordance with Section 5 hereof. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare terms and submit to Landlord for its approval two sets conditions of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification this Section 8 of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineersthis lease. (b) Within 10 The Improvement Work shall be done in accordance with plans and specifications (hereinafter referred to as the "Plans and Specifications") provided by Lessee for the use and benefit of Lessor and Lessee. Lessee, within thirty (30) days from the date of this lease, shall furnish Lessor with said Plans and Specifications for Lessor's review and approval. The Plans and Specifications shall be subject to the prior approval of Lessor. Lessor shall promptly, and not later than five (5) days after receipt of Tenant’s drawings Landlord shall return one a set of prints thereof with Landlord’s thereof, approve or reject the Plans and Specifications submitted to Lessor by Lessee. Lessee, within thirty (30) days after the approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submittedPlans and Specifications by Lessor, shall begin the work to improve the Premises, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to shall be completed by Lessee in accordance with the commencement approved Plans and Specifications within four (4) months from the date of such work, and in any event no later than , 200 this lease. The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in In connection with the Improvement Work, Landlord Lessee specifically agrees that improvements shall not affect the structure, roof, or floor of the store building except in connection with the installation of a vault, a night depository unit or any automated teller machine, or otherwise adversely affect any area of the store building other than the Premises, or affect the peaceful enjoyment of Lessor. (c) Lessee shall, at its sole cost and expense, pay the cost of such bonds. Prior to commencing constructionthe Improvement Work, Tenant shall deliver to Landlord including the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names cost of the primary subcontractors Tenant’s Plans and Specifications therefor. Neither Lessee nor any contractor intends engaged by Lessee shall have any right to engage for create any charge or lien against the construction of store building or the Premises. (ii) The actual commencement date of construction and land on which the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable store building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance is located on account of the Improvement Work. Tenant’s contractors , and subcontractors shall be acceptable to and approved in writing by Landlord, which approval this lease shall not be unreasonably withheld construed to authorize any charge or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of lien against the Building. Tenant shall furnish to Landlord a copy of store building or the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as land on which the store building is commercially reasonable. Tenant shall reimburse Landlord located on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance account of the Improvement WorkWork or any work, services, or materials relating thereto. Tenant’s contractors shall conduct their work Lessee covenants and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy warrants unto Lessor that Lessee will discharge of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord mayrecord, within ten (10) days after giving written following actual notice by Lessee, from whatever source, of its filing, any mechanic's, or materialmen's or other similar lien against the Premises, the store building or the land on which the store building is located for work or material claimed to Tenanthave been furnished to Lessee or the Premises. (d) Lessor shall have the right to approve the contractor or contractors, elect as the case may be, selected by Lessee to exercise perform the remedies available in Improvement Work, but such approval shall not be arbitrarily nor unreasonably withheld. (e) Lessor shall have the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice right to Tenant. Only new materials shall be used in inspect the construction of the Improvement Work, except Work from time to time. (f) The Plans and Specifications and the contract for the Improvement Work may contain such other terms and provisions not in conflict with the written consent of Landlordnor contrary to this Section 8 as Lessee may elect. (g) During Lessee, at its sold cost and expense, shall furnish all improvements, fixtures, equipment, and furnishings which it deems necessary or desirable for the construction establishment and operation of the Banking Facility, and shall pay all costs of improvement of the Premises necessary for the installation of such items. Notwithstanding any attachment or affixation of the Banking Facility or any part thereof to the Premises, or the manner, mode, extent, or nature of any such attachment or affixation, the Banking Facility and each part thereof will be, and shall at all times continue to be, personal property, and shall not at any time become or be deemed to be fixtures or in any other manner a part of the Premises or the store building. All permits, licenses and authorizations required in connection with the Improvement Work shall be obtained and paid for by Lessee as the same are required. (h) Lessee shall make no alterations or additions of any kind beyond the scope of the Improvement Work in or to the Premises or the Banking Facility without first obtaining Lessor's written consent, and all such work shall be subject to the provisions of this Section 8. (i) In event of disagreement between Lessor and Lessee as to whether any construction complies with the Plans and Specifications or whether any construction is complete and ready for use and occupancy, the disagreement shall be determined by any architect selected by Lessee, representing Lessee, and any architect selected by Lessor, representing Lessor. If said two architects cannot agree, the two shall select a third person who shall also be an architect, and the decision of the three, by a majority vote, shall terminate the disagreement. All of said architects shall be licensed to practice architecture in the state in which the store building is located. Each party shall pay its architect and the expense of the third architect shall be shared equally. (j) Times stated in this Section 8 shall not be of the essence of the contract so long as the work or obligation concerned is carried on with reasonable diligence and without unreasonable daily (delays caused by acts of God or material shortages beyond the control of the party obligated are recognized as reasonable). (k) Lessor shall not be liable for any damage to Lessee's property arising from the operations of the contractor relating to the Improvement Work, Tenant . Said contractor shall provide public liablilty and pay property damage insurance for temporary connections the protection of Lessor and Lessee on account of injuries to persons or damage to such persons' property (including property of Lessor and Lessee) arising from the contractor's operations in the amount of One Million Dollars ($1,000,000) for all utilities brought property damage; One Million Dollars ($1,000,000) for injuries to any one person; and One Million Dollars ($1,000,000) for injuries occurring in any one accident. The contractor shall furnish builders' risk insurance on the Buildingwork covered by the contract. Trash removal will Upon request by Lessor, Lessee shall obtain from Lessee's Contractor, and provide to Lessor, any certificates of insurance which may be done continually atnecessary to provide evidence of the insurance coverage described herein.

IMPROVEMENT WORK. Tenant (a) Lessee shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of have the entirety of right to improve ---------------- (herein referred to as the Leased Premises (the “"Improvement Work”). Tenant shall complete construction of ") the Improvement Work Premises by installing banking and depository facilities therein so that the Premises may be used for the entirety operation of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Workretail banking and depository facility in accordance with Section 5 hereof. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare terms and submit to Landlord for its approval two sets conditions of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification this Section 8 of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineersthis lease. (b) Within 10 The Improvement Work shall be done in accordance with plans and specifications (hereinafter referred to as the "Plans and Specifications") provided by Lessee for the use and benefit of Lessor and Lessee. Lessee, within thirty (30) days from the date of this lease, shall furnish Lessor with said Plans and Specifications for Lessor's review and approval. The Plans and Specifications shall be subject to the prior approval of Lessor. Lessor shall promptly, and not later than five (5) days after receipt of Tenant’s drawings Landlord shall return one a set of prints thereof with Landlord’s thereof, approve or reject the Plans and Specifications submitted to Lessor by Lessee. Lessee, within thirty (30) days after the approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submittedPlans and Specifications by Lessor, shall begin the work to improve the Premises, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to shall be completed by Lessee in accordance with the commencement approved Plans and Specifications within four (4) months from the date of such work, and in any event no later than , 200 this lease. The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in In connection with the Improvement Work, Landlord Lessee specifically agrees that improvements shall not affect the structure, roof, or floor of the store building except in connection with the installation of a vault, a night depository unit or any automated teller machine, or otherwise adversely affect any area of the store building other than the Premises, or affect the peaceful enjoyment of Lessor. (c) Lessee shall, at its sole cost and expense, pay the cost of such bonds. Prior to commencing constructionthe Improvement Work, Tenant shall deliver to Landlord including the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names cost of the primary subcontractors Tenant’s Plans and Specifications therefor. Neither Lessee nor any contractor intends engaged by Lessee shall have any right to engage for create any charge or lien against the construction of store building or the Premises. (ii) The actual commencement date of construction and land on which the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable store building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance is located on account of the Improvement Work. Tenant’s contractors , and subcontractors shall be acceptable to and approved in writing by Landlord, which approval this lease shall not be unreasonably withheld construed to authorize any charge or delayed, and shall, at Landlord’s option, be subject to administrative supervision by Landlord in their use of lien against the Building. Tenant shall furnish to Landlord a copy of store building or the executed contract between Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as land on which the store building is commercially reasonable. Tenant shall reimburse Landlord located on demand for the cost of repairing any damage to the Building caused by Tenant or its contractors during performance account of the Improvement WorkWork or any work, services, or materials relating thereto. Tenant’s contractors shall conduct their work Lessee covenants and employ labor in such manner as to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy warrants unto Lessor that Lessee will discharge of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlord. (f) Any changes in the Improvement Work from the final drawings approved by Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord mayrecord, within ten (10) days after giving written following actual notice by Lessee, from whatever source, of its filing, any mechanic's, or materialmen's or other similar lien against the Premises, the store building or the land on which the store building is located for work or material claimed to Tenanthave been furnished to Lessee or the Premises. (d) Lessor shall have the right to approve the contractor or contractors, elect as the case may be, selected by Lessee to exercise perform the remedies available in Improvement Work, but such approval shall not be arbitrarily nor unreasonably withheld. (e) Lessor shall have the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice right to Tenant. Only new materials shall be used in inspect the construction of the Improvement Work, except Work from time to time. (f) The Plans and Specifications and the contract for the Improvement Work may contain such other terms and provisions not in conflict with the written consent of Landlordnor contrary to this Section 8 as Lessee may elect. (g) During Lessee, at its sold cost and expense, shall furnish all improvements, fixtures, equipment, and furnishings which it deems necessary or desirable for the establishment and operation of the Banking Facility, and shall pay all costs of improvement of the Premises necessary for the installation of such items. Notwithstanding any attachment or affixation of the Banking Facility or any part thereof to the Premises, or the manner, mode, extent, or nature of any such attachment or affixation, the Banking Facility and each part thereof will be, and shall at all times continue to be, personal property, and shall not at any time become or be deemed to be fixtures or in any other manner a part of the Premises or the store building. All permits, licenses and authorizations required in connection with the Improvement Work shall be obtained and paid for by Lessee as the same are required. (h) Lessee shall make no alterations or additions of any kind in or to the Premises or the Banking Facility without first obtaining Lessor's written consent, and all such work shall be subject to the provisions of this Section 8. (i) In event of disagreement between Lessor and Lessee as to whether any construction complies with the Plans and Specifications or whether any construction is complete and ready for use and occupancy, the disagreement shall be determined by any architect selected by Lessee, representing Lessee, and any architect selected by Lessor, representing Lessor. If said two architects cannot agree, the two shall select a third person who shall also be an architect, and the decision of the three, by a majority vote, shall terminate the disagreement. All of said architects shall be licensed to practice architecture in the state in which the store building is located. Each party shall pay its architect and the expense of the third architect shall be shared equally. (j) Times stated in this Section 8 shall not be of the essence of the contract so long as the work or obligation concerned is carried on with reasonable diligence and without unreasonable daily (delays caused by acts of God or material shortages beyond the control of the party obligated are recognized as reasonable). (k) Lessor shall not be liable for any damage to Lessee's property arising from the operations of the contractor relating to the Improvement Work, Tenant . Said contractor shall provide public liablilty and pay property damage insurance for temporary connections the protection of Lessor and Lessee on account of injuries to persons or damage to such persons' property (including property of Lessor and Lessee) arising from the contractor's operations in the amount of One Million Dollars ($1,000,000) for all utilities brought property damage; One Million Dollars ($1,000,000) for injuries to any one person; and One Million Dollars ($1,000,000) for injuries occurring in any one accident. The contractor shall furnish builders' risk insurance on the Buildingwork covered by the contract. Trash removal will Upon request by Lessor, Lessee shall obtain from Lessee's Contractor, and provide to Lessor, any certificates of insurance which may be done continually atnecessary to provide evidence of the insurance coverage described herein.

IMPROVEMENT WORK. Tenant shall construct, furnish or install all improvements, equipment or fixtures, that are necessary for Tenant’s use and occupancy of the entirety of the Leased Premises (the “Improvement Work”). Tenant shall complete construction of the Improvement Work for the entirety of the Leased Premises no later than , 200 , subject to delays caused by Force Majeure. Tenant shall also be responsible for the cost of any alterations to the Building required as a result of the Improvement Work. The Improvement Work shall be in conformity with drawings and specifications submitted to and approved by Landlord and shall be performed in accordance with the following provisions: (a) Tenant shall prepare and submit to Landlord for its approval two sets of fully dimensioned scale drawings (suitable for submission with a building permit application) for the Improvement Work (including plans, elevations, critical sections and details) and a specification of Tenant’s utility requirements. Tenant shall cause all drawings and specifications for the Improvement Work to be prepared by licensed architects and where appropriate, mechanical, electrical and structural engineers. (b) Within 10 days after receipt of Tenant’s drawings Landlord shall return one set of prints thereof with Landlord’s approval and/or suggested modifications noted thereon. If Landlord has approved Tenant’s drawings subject to modifications, such modifications shall be deemed to be acceptable to and approved by Tenant unless Tenant shall prepare and resubmit revised drawings for further consideration by Landlord. If Landlord has suggested modifications without approving Tenant’s drawings Tenant shall prepare and resubmit revised drawings within seven days for consideration by Landlord. All revised drawings shall be submitted, with changes highlighted, to Landlord within seven days following Landlord’s return to Tenant of the drawings originally submitted, and Landlord shall approve or disapprove such revised drawings within seven days following receipt of the same. (c) Tenant shall obtain all building and other permits necessary in connection with the Improvement Work prior to the commencement of such work, and in any event no later than , 200 . The Improvement Work shall (i) be constructed in compliance with all of the terms and conditions of the Lease and with all applicable laws and regulations, (ii) not involve changes to structural components of the Building nor involve any floor, roof, or wall penetrations unless approved by Landlord, and (iii) not require any material modifications of the Building’s mechanical or electrical systems unless approved by Landlord. (d) Tenant may in its sole discretion competitively bid the Improvement Work with qualified general contractors reasonably approved by Landlord, and then select the successful bidder to be the general contractor for the Improvement Work. Landlord will not charge a construction management fee, supervision fee, or plan review fee, except as it relates to supervision and/or monitoring of any specialized aspects of the Improvement Work. Landlord will not specify subcontractors except, if Landlord so chooses, it may specify engineers for the mechanical, electrical, and plumbing aspects of the Improvement Work, which engineers may, at Tenant’s option, be subject to a competitive bidding process. If Landlord in its sole discretion requires any payment or performance bonds in connection with the Improvement Work, Landlord shall pay the cost of such bonds. Prior to commencing construction, Tenant shall deliver to Landlord the following: (i) The address of Tenant’s general contractor (who shall be subject to Landlord’s reasonable approval in writing), and the names of the primary subcontractors Tenant’s contractor intends to engage for the construction of the Premises. (ii) The actual commencement date of construction and the estimated date of completion of the work, including fixturization. (iii) Evidence of insurance as called for hereinbelow. (iv) An executed copy of the applicable building permit for such work. (e) After final approval of Tenant’s drawings by Landlord, Tenant shall proceed promptly to commence performance of the Improvement Work. Tenant’s contractors and subcontractors shall be acceptable to and approved in writing by Landlord, which approval shall not be unreasonably withheld or delayed, and shall, at Landlord’s optionsole cost and expense, be subject to administrative supervision by Landlord in their use furnish all of the Buildingdesign, material, labor and equipment required to construct the Improvements in accordance with the Plans and Specifications. Tenant Landlord shall furnish construct the Improvements in a good and workmanlike manner, and in accordance with all applicable statutes, ordinances and building codes, governmental rules, regulations and orders relating to Landlord a copy construction of the executed contract between Improvements (but not matters arising because of Tenant and Tenant’s general contractor covering all of Tenant’s obligations under this Work Letter. Tenant shall use commercially reasonable efforts to cause such work to be performed in as efficient a manner as is commercially reasonable. Tenant shall reimburse Landlord on demand for the cost of repairing any damage or specific to the Building caused by particular business Tenant or its contractors during performance of the Improvement Work. Tenant’s contractors shall conduct their work and employ labor in such manner as seeks to maintain harmonious labor relations. Tenant’s general contractor (“Contractor”) shall obtain a builder’s risk policy of insurance in an amount and form and issued by a carrier reasonably satisfactory to Landlord, and Tenant’s general contractor and subcontractors shall carry worker’s compensation insurance for their employees as required by law. The builder’s risk policy of insurance shall name Landlord as an additional insured and shall not be cancellable without at least 30 days’ prior written notice to Landlord. (f) Any changes engage in the Improvement Work from the final drawings approved by Premises). Landlord shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld. Any deviation in construction from the design specifications and criteria set forth herein or from Tenant’s plans and specifications as approved by Landlord shall constitute a default for which Landlord may, within ten (10) days after giving written notice to Tenant, elect to exercise the remedies available in the event of default under the provisions of this Lease, unless such default is cured within such ten (10) day period, or, if the cure reasonably requires more than ten (10) days, unless such default is cured as soon as reasonably practicable but in no event later than thirty (30) days after Landlord’s notice to Tenant. Only new materials shall be used in diligently proceed with the construction of the Improvement WorkImprovements and use good faith efforts to Substantially Complete the Improvements on or prior to three (3) months after the Commencement Date (the “Projected Completion Date”), which Projected Completion Date shall be extended on account of any delays in the Substantial Completion of the Improvements that result from Force Majeure Events (as hereinafter defined) or Tenant Delays; provided, however, if Landlord fails to so Substantially Complete the Improvements and deliver possession of the Premises prior to the Project Completion Date, as the same may be extended on account of Force Majeure Events or Tenant Delays, then the validity of this Lease and the obligations of Tenant under this Lease shall not be affected, and Tenant shall have no claim against Landlord (and Landlord shall have no liability) hereunder, at law or in equity, arising from Landlord’s failure to Substantially Complete the Improvements and deliver possession of the Premises by such date, except with the written consent of Landlord. (g) During the construction of the Improvement Work, that Tenant shall provide and not be required to pay for temporary connections for all utilities brought to Rent until the Building. Trash removal will be done continually atRent Commencement Date has occurred..