Common use of Tenant Improvements Clause in Contracts

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior Subject to performing any alteration, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all eventsthis Section 4, Tenant shall provide accept the Suite 110 Premises in its “as is” condition (subject to Landlord's continuing repair and maintenance obligations, as outlined in Section 10 of the Lease (as may be amended)), and Landlord shall have no obligation to make any alterations or improvements thereto whatsoever (provided that Landlord shall deliver same in good and tenantable condition, broom clean, with all systems serving same in good working order). Any alterations that Tenant desires to make in the Suite 110 Premises shall be subject to all the terms and conditions set forth in Section 11 of the Lease. Notwithstanding anything in the Lease to the contrary, Landlord hereby agrees to grant Tenant an allowance in the amount of $10,000 to be applied toward the cost (including architectural and engineering fees) of alterations performed by Tenant in the Suite 110 Premises (the “Granted Allowance”) in conjunction with Tenant’s initial occupancy of Suite 110 Premises. Provided no Event of Default then exists under the Lease, the Granted Allowance (or portions thereof) shall be disbursed to Tenant within thirty (30) days following Tenant's submission to Landlord a written description of any paid invoices for work related to alterations (other than performed by Tenant in the Suite 110 Premises, accompanied by waivers of liens executed by all contractors employed by Tenant for the performance of such work. If the cost of Tenant's alterations involving expenditure in the Suite 110 Premises exceeds the amount of less than $10,000). All alterationsthe Granted Allowance, additions and improvements the excess shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises paid by Tenant shall remain on after the Premises without compensation of any kind to Tenant upon expiration Granted Allowance is fully exhausted. Any portion of the Term. Granted Allowance that has not been applied (or contracted to be applied) in the manner set forth above by the date which is twelve (12) months following the Eighth Amendment Commencement Date shall revert to Landlord, and Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With have no further rights with respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordthereto.

Tenant Improvements. Landlord shall provide Tenant an allowance of $124,915 in consideration of Tenant’s cost of repainting and recarpeting the Leased Premises, construction of five additional offices, phone/data cabling, relocation expenses, adding add an auxiliary HVAC unit to serve voice and/or data equipment room. Tenant Improvement allowance shall be paid by Landlord within thirty (30) days of Tenant’s written request which shall include copies of paid invoices and notarized lien waivers from vendors performing work for Tenant. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alteration, addition alterations or improvement on physical additions in or to the PremisesLeased Premises without first obtaining the written consent of Landlord, which consent may in the sole and absolute discretion of Landlord be denied. Any alterations, physical additions or improvements to the Leased Premises made by Tenant shall at once become the property of Landlord and shall be surrendered to Landlord upon the termination of this Lease; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredat its option, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, may require Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of physical additions other than the alterations, additions or improvements made five offices and the auxiliary HVAC unit serving voice and/or data room and/or repair any alterations in order to restore the Leased Premises to the Premises during condition existing at the Term except only those alterationstime Tenant took possession, additions all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment or improvements requiring Landlord's consentfurniture owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which may be removed by Tenant at the expiration end of the Term. With respect Term if Tenant is not then in default and if such equipment and furniture are not then subject to such alterationsany other rights, additions or improvements only, Tenant upon the written request liens and interest of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord.

Tenant Improvements. Tenant Lessee shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or accept the Premises in "as-is" condition and Lessee may make such alterations and modifications to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components Premises as it requires for its initial occupancy of the Premises, provided that Lessor may provide that the Premises be returned to their original configuration to the extent that Lessee makes changes to the building exterior, windows or structural systems in performing said initial work. Landlord shall give Lessee notice six (6) months before the lease expiration of any such requirement by Lessor. For any and all improvements constructed after the first six (ii6) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) months following Lessee's occupancy of the Premises, Lessor shall have the right to completerequire that such later changes must also be returned to original condition by Lessee. In the event Landlord's consent is requiredcase of such later improvements, Lessee shall submit plans depicting such consent shall not work to Lessor at least ten (10) days prior to the proposed commencement date of the work. Prior to the commencement of any such work Lessor will confirm with Lessee whether Lessor requires the area affected by said work to be unreasonably withheld, conditioned or delayedrestored to original condition. In all eventsno event will Lessee be permitted to perform work which will result in the floor area of the Premises being increased without the prior written consent of Lessor, Tenant shall provide which consent may be withheld at Lessor's sole discretion. In connection with approved subleases or assignments for a portion of the Premises pursuant to Landlord a written description Paragraph 12 of any alterations (other than alterations involving expenditure of less than $10,000). All alterationsthe Lease, additions Lessee may subdivide the space and improvements shall be constructed in a good build out separate distinct suites with their own ingress and workmanlike manner by licensed contractors and egress to the common areas in compliance with all applicable laws, regulations, CC&R's, zoning ordinances city codes and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind expressly subject to Tenant upon expiration Lessor's prior written approval of the Termplans for such improvements. Tenant shall not be required to remove any of the alterations, additions or improvements made All alterations and modifications to the Premises during are conditioned upon Lessee's acquiring a permit to do so from the Term except only those alterationsappropriate governmental agencies, additions or improvements requiring Landlord's consent, the furnishing of a copy thereof to the extent Landlord conditioned its consent upon removal Lessor prior to commencement of the subject alteration, addition or improvement by Tenant at work and the expiration compliance of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request Lessee with all conditions of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost said permits in a prompt and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordexpeditious manner.

Tenant Improvements. 14. The Tenant shall obtain Landlord's may place additions or improvements (“Tenant Improvements”) on the Site provided that the Tenant first obtains written consent prior permission from the Landlord to performing any alteration, addition or improvement on or do so. No Tenant Improvements to the Premises; providedSite – including, howeverby way of example, that and not intended to be all inclusive: park model trailers, cabin and cottage style dwellings, bunk houses, Arizona rooms, covered decks, carports, oversized and additional sheds, gazebos, and the like – are to be of a permanent nature and must be capable of removal with a minimum amount of effort. All landscaping improvements whatsoever, including placement of soil, grass, gravel fill, decorative rock, shrubs, trees and the like, shall become the Landlord's consent ’s property upon placement of the same on the Site and shall not be required where removed by the contemplated work (i) does not include any alteration of Tenant unless directed to do so by the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements Tenant Improvements placed by the Tenant shall be constructed in a good and workmanlike manner by licensed contractors and in compliance shall be safe for use, and free of danger, to all parties visiting the Site. Such improvements shall comply with all applicable laws, regulationsbylaws and regulations governing them. The Tenant assumes all risk, CC&R'sliability, zoning ordinances and building codescost arising directly or indirectly as a result of the Tenant Improvements including underground line locating or damage thereto. Except as provided immediately belowWhere the Tenant is in breach of these obligations, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant pay, upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consentdemand, to the extent Landlord conditioned its consent upon removal for costs incurred by the Landlord remedying the Tenant’s breach of the subject alteration, addition or improvement by their obligations referred to in this paragraph 14. The Tenant at the expiration of the Term. With respect agrees such charge to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost be reasonable and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordnot a penalty.

Tenant Improvements. Landlord shall construct certain improvements in the Second Additional Premises, the Third Additional Premises and the Existing Premises (the “Tenant Improvements”) in accordance with the attached Work Letter. In addition, Landlord shall deliver vacant, broom-clean possession of the Second Additional Premises with the following systems serving such premises in good working order, and as of the Third Additional Premises Commencement Date, the following systems serving such premises shall be in good working order: (i) electrical and lighting; (ii) fire protection systems; and (iii) fixtures, plumbing, roof and HVAC. Notwithstanding anything to the contrary in this Amendment, Tenant’s acceptance of the Second Additional Premises and the Third Additional Premises shall not be deemed a waiver of Tenant’s right to have defects in the foregoing repaired at no cost to Tenant as more particularly described in the next sentence. Tenant shall obtain Landlord's notify Landlord of such defects in writing within twelve (12) months after the applicable Commencement Date for such premises, and in each case, Landlord shall promptly commence repair of all such defects upon written consent prior to performing any alterationnotice from Tenant, addition or improvement on or to the Premises; provided, however, that Landlord's consent Landlord shall have no obligation to correct defects not reported to Landlord in writing within the applicable time period set forth above; provided further that the foregoing is not intended to and shall not be required where deemed as a limitation of Landlord’s on-going repair and maintenance obligation under the contemplated work (i) does not include any alteration Lease as amended hereby. Notwithstanding anything in the Lease to the contrary, provided the same are generally in keeping with Building standards and are consistent with Tenant’s permitted use or the interior improvements of the structural components of the PremisesExisting Premises and Suite 150, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant Improvements at the expiration or sooner termination of the Term. With respect to such alterationsLease, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordamended hereby.

Tenant Improvements. The “Tenant Improvements” shall obtain Landlord's written consent prior mean the interior walls, partitions, doors, door hardware, wall coverings, wall base, counters, lighting fixtures, electrical and telephone wiring (from the point of general supply to performing any alteration, addition or improvement all tenants on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration floor of the structural components Building upon which the Premises is located), voice and data cabling and wiring for phones and computers, metering (if applicable) and outlets, ceiling grid and tiles, floor and window coverings, HVAC system (from the point of general supply to all tenants on the floor of the PremisesBuilding upon which the Premises is located, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In as well as supplemental HVAC on the event roof of the Building or other location approved by Landlord's consent is required, such consent shall approval not to be unreasonably withheld, conditioned or delayed), furniture, additional plumbing for the Premises, and other items of general applicability that Tenant desires to be installed in the interior of the Premises. In all events, Tenant shall provide promptly commence and diligently prosecute to Landlord a written description of any alterations (full completion Tenant’s Work in accordance with the Drawings. The parties agree that no demolition work or other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements Tenant’s Work shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or commenced on the Premises by until such time as Tenant shall remain has provided to Landlord copies of the demolition and building permits required to be obtained from all applicable governmental authorities and all other conditions precedent have been fully satisfied. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Premises without compensation of any kind to Tenant upon expiration before the commencement of the Term. Tenant shall not be required to remove any of the alterations, additions Term or improvements made to the Premises during the Term except only those alterationsshall be at Tenant’s risk, additions and neither Landlord nor any party acting on Landlord’s behalf shall be responsible for any damage thereto or improvements requiring Landlord's consentloss or destruction thereof due to any reason or cause whatsoever, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement excluding by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request reason of Landlord, shall upon the expiration of the Term, remove such alteration, addition ’s gross negligence or improvement at its cost and restore the Premises to its condition prior to such alteration, addition willful or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordcriminal misconduct.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior In connection with the extension of the term of the Lease, Landlord agrees to performing any alteration, addition or improvement on or perform the improvements to the Premises; providedPremises (the "Improvements") as requested by Tenant, however, that Landlord's consent shall not be required where utilizing building standard materials. Landlord will pay for all costs and expenses associated with completing the contemplated work (i) does not include any alteration Improvements up to an amount of the structural components of the Premises, Sixty Two Thousand One Hundred Sixty Seven and (ii) will not cost more than Two Hundred Fifty Thousand 50/100ths Dollars ($250,000.0062,167.50) (the "Tenant Improvement Allowance"). Within ten (10) days following substantial completion of the Improvements, Landlord will provide Tenant a statement ("Landlord Statement") setting forth the amount of the Tenant Improvement Allowance used to completebuild out the Improvements. In Tenant shall be responsible for all costs and expenses for the event Improvements that are in excess of the Tenant Improvement Allowance, and shall reimburse Landlord for any such excess costs within thirty (30) days of Tenant's receipt of Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayedStatement. In all events, Tenant will have the reasonable right to approve the general contractor for Tenant improvements and price thereof. Tenant shall provide have the right to perform the Tenant Improvements at any time up until the thirty-sixth (36th) month of the Extension Term. If Tenant has not performed the Tenant Improvements by the end of the thirty-sixth (36th) month, Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterationsshall have no further obligation with respect to this Tenant Improvement Allowance, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately belowabove, all alterations, additions and improvements constructed in or on during the Extension Term Tenant shall occupy the Premises by Tenant in its "AS-IS" condition and Landlord shall remain on the Premises without compensation of have no obligation to make any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term in connection with Tenant's occupancy thereof, except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordLease.

Tenant Improvements. (See also Exhibit “B”) Subject to the maintenance obligations of the parties pursuant to Section 10 of this Lease, Tenant agrees to accept the Premises in “as-is” condition, except for the improvements and betterments, which Landlord has agreed to provide and which are set forth in Exhibit “A”. Except as provided in Section 10, Tenant shall, at all times during the term hereof and at Tenant’s sole cost and expense, keep the interior, non-structural portion of the Premises and every part thereof in good condition and repair, ordinary wear and tear, damage thereto by fire, earthquake, act of God or the elements excepted. Tenant shall, at the end of the term hereof, surrender to Landlord the Premises and all alterations, additions and improvements thereto (subject to the provisions of Section 22 above) in as good or better condition as when received, ordinary wear and tear, Tenant’s alterations and damage by fire, earthquake, act of God or the elements excepted. Landlord shall obtain Landlord's written consent prior have no obligation and has made no promise to performing remodel, improve, decorate or paint the Premises or any alterationpart thereof, addition except as specifically herein set forth. No representations respecting the condition of the Premises or improvement on the Building have been made by Landlord to Tenant, except as specifically herein set forth. Any Tenant alterations, additions, or improvements in or to the Premises; providedPremises (other than the Tenant improvements approved in Exhibit “B” and alterations, howeveradditions, or improvements that Landlord's consent shall do not be required where impact the contemplated work (i) does not include any alteration structure, appearance or systems of the structural components Building) shall require the prior written consent of the PremisesLandlord, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such which consent shall not be unreasonably withheld, conditioned or delayed. In all events, Any Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions, and improvements, except only office furniture and equipment, and other additions and improvements which shall be constructed in readily removable without injury to the Premises, shall be and remain a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on part of the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Termthis Lease. With respect Tenant will not permit any mechanic’s or materialman’s lien or liens or any liens of whatsoever nature to such alterations, additions or improvements only, Tenant be placed upon the written Premises or the Building. Nothing in this Lease shall be deemed or construed in any way as constituting the consent or request of Landlord, shall upon express or implied, to any person for the expiration performance of any labor of the Termfurnishing of any materials to all or part of the Premises, remove nor as giving Tenant any right, power or authority to contact for or permit the rendering of any services or the furnishing thereof that would or might give rise to any mechanic’s or materialman or other liens against the Premises. If any such alterationlien is claimed against the Premises, then, in addition to any other right or improvement at its cost and restore remedy of Landlord, Landlord may, but shall not be obligated to discharge the Premises to its condition prior to same. Any amount paid by Landlord for such alteration, addition or improvement. Tenant purposes shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made be paid by Tenant under the provisions to Landlord as Additional Rent within ten (10) days of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord’s demand therefore.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing 6.1 Except as expressly provided herein, any alteration, addition or improvement on or tenant improvements to the Premises; providedPremises shall be constructed by Sublessee in accordance with the terms of Exhibit B to the Lease (the "Tenant Improvement Agreement"). Sublessee shall submit to Landlord complete, however, that Landlord's consent finished drawings and specifications (the "Plans") for the tenant improvements to be constructed by Sublessee (the "Tenant Improvements") together with a proposed schedule for completion. The Plans shall not reflect and be required where the contemplated work in accordance with (i) does not include any alteration of the structural components of the Premisesa space plan approved by Landlord, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event that certain list of Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayedRequired Specifications attached as Appendix 1 of the Tenant Improvement Agreement. In all events, Tenant shall provide Sublessee intends to Landlord submit a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and space plan depicting tenant improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on to the Premises by Tenant shall remain substantially as shown and/or described on Exhibit B to this Sublease. Notwithstanding anything set forth herein, provided that Landlord approves the Premises without compensation of any kind to Tenant upon expiration of Plans, the Term. Tenant Final Plans, Sublessee's architect, engineers and contractors, Sublessee's insurance and payment and performance bonds, and Tenant's Work, Sublessee shall not be required to remove obtain Sublessor's approval of any such matters. Sublessee will indemnify Sublessor and hold Sublessor harmless from and against all liability, costs, damages, claims, demands and expenses, including reasonable attorney's fees and costs, arising out of or in any way connected with the immediately preceding Sublease provision and the Tenant Improvement Agreement. So long as Landlord approves any disbursements of the alterationsTenant Improvement Allowance, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect Sublessor shall deem all conditions to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises disbursements to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordhave been satisfied.

Tenant Improvements. Except as specifically set forth herein or in the Tenant shall obtain Landlord's written consent prior Work Letter attached to performing any alterationthis Fourth Amendment as Exhibit B (the "Tenant Work Letter"), addition or improvement on or to the Premises; provided, however, that Landlord's consent Landlord shall not be required where obligated to provide or pay for any improvement work or services related to the contemplated work (i) does not include any alteration improvement of the structural components of the Fourth Expansion Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide accept the Fourth Expansion Premises in its presently existing, "as-is" condition, provided that Landlord shall deliver the Fourth Expansion Premises to Landlord Tenant fully decommissioned in good, vacant, broom clean condition, and otherwise in the same condition as of the date of this Fourth Amendment, in compliance with all Applicable Laws (to the extent necessary to maintain a written description certificate of any alterations (occupancy or its legal equivalent for the Fourth Expansion Premises), with the roof water-tight and shall cause the HVAC systems, plumbing, electrical systems, fire sprinkler system, lighting, emergency generators, and all other than alterations involving expenditure of less than $10,000). All alterations, additions Building systems serving the Fourth Expansion Premises to be in good operating condition and improvements shall be constructed in a good and workmanlike manner by licensed contractors repair and in compliance with all applicable lawsApplicable Laws (to the extent necessary to obtain or maintain a certificate of occupancy, regulationsor its legal equivalent, CC&R's, zoning ordinances and building codes. Except for the Fourth Expansion Premises) as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the TermFourth Expansion Commencement Date. Additionally, Tenant acknowledges that it shall continue to accept the Existing Premises in its presently existing "as-is" condition, and Landlord shall not be required obligated to remove provide or pay for any improvement work related to the improvement of Exhibit 10.1 the Existing Premises, provided that, the foregoing shall not relieve Landlord of any of its maintenance, repair or replacement obligations under the Lease, if any. Tenant also acknowledges that, except as expressly set forth herein, neither Landlord nor any agent of Landlord has made any representation or warranty regarding the condition of the Existing Premises, the Fourth Expansion Premises, or the Building or with respect to the suitability of any of the alterations, additions foregoing for the conduct of Tenant's business in the Existing Premises or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordFourth Expansion Premises.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made ------------------- any alterationalterations, addition physical additions or improvement on improvements in or to the PremisesPremises without first obtaining the written consent of Landlord, which consent, not to be unreasonably withheld, may in the sole and absolute discretion of Landlord be denied. Any alterations, physical additions or improvements to the Premises made by or installed by either party hereto shall remain upon and be surrendered with the Premises and become the property of Landlord upon the expiration or earlier termination of this Lease without credit to Tenant; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredat its option, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, may require Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of physical improvements or additions and/or repair any alterations in order to restore the alterations, additions or improvements made Premises to the Premises during condition existing at the Term except only those alterationstime Tenant took possession, additions all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment, furniture or improvements requiring Landlord's consentmoveable trade fixtures owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which may be removed by Tenant at the expiration end of the Term. With respect term of this Lease if Tenant is not then in default and if such equipment and furniture are not then subject to such alterationsany other rights, additions or improvements only, Tenant upon the written request liens and interests of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required have no authority or power, express or implied, to create or cause any mechanic's or materialmen's lien, charge or encumbrance of any kind against the Premises, the Property or any portion thereof. Tenant shall promptly cause any such liens that have arisen by Section 11.2 covering reason of any improvementswork claimed to have been undertaken by or through Tenant to be released by payment, alterations bonding or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured otherwise within thirty (30) days after request by Landlord, and shall indemnify Landlord against losses arising out of any such claim (including, without limitation, legal fees and court costs).

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing 6.1 Except as expressly provided herein, any alteration, addition or improvement on or tenant improvements to the Premises; providedPremises shall be constructed by Sublessee in accordance with the terms of Exhibit 8 to the Lease (the "Tenant Improvement Agreement"). Sublessee shall submit to Landlord complete, however, that Landlord's consent finished drawings and specifications (the "Plans") for the tenant improvements to be constructed by Sublessee (the "Tenant Improvements") together with a proposed schedule for completion. The Plans shall not reflect and be required where the contemplated work in accordance with (i) does not include any alteration of the structural components of the Premisesa space plan approved by Landlord, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event that certain list of Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except Required Specifications attached as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration Appendix 1 of the TermTenant Improvement Agreement. Tenant shall not be required Sublessee intends to remove any of the alterations, additions or submit a space plan depicting tenant improvements made to the Premises during substantially as shown and/or described on Exhibit B to this Sublease. Notwithstanding anything set forth herein, provided that Landlord approves the Term except only those alterationsPlans, additions the Final Plans, Sublessee's architect, engineers and contractors, Sublessee's insurance and payment and performance bonds, and Tenant's Work, Sublessee will indemnify Sublessor and hold Sublessor harmless from and against all liability, costs, damages, claims, demands and expenses, including reasonable attorney's fees and costs, arising out of or improvements requiring Landlord's consent, to in any way connected with the extent immediately preceding Sublease provision and the Tenant Improvement Agreement. So long as Landlord conditioned its consent upon removal approves any disbursements of the subject alterationTenant Improvement Allowance, addition or improvement by Tenant at the expiration of the Term. With respect Sublessor shall deem all conditions to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises disbursements to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordhave been satisfied.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior Pursuant to performing any alterationArticle VII, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration Section 3 of the structural components Lease, Tenant has the right to construct a clean room upon the leased premises and other related improvements approved by Landlord (the "Tenant Improvements"). Landlord has agreed to provide Tenant with an improvement allowance (the "Tenant Improvement Allowance") in an amount not to exceed Six Hundred and Forty Thousand and no/100 ($640,000.00) Dollars (the "Maximum Tenant Improvement Allowance") for the construction of the Premisesclean room and other related items approved by Landlord. Within forty-five (45) days (the "Determination Date") from the execution of this Lease, Tenant will provide Landlord with the proposed budget (the "Budget") and the actual Tenant Improvement Allowance (iithe "Actual Tenant Improvement Allowance") it will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completerequire for the Tenant Improvements. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all eventsthe Actual Tenant Improvement Allowance exceeds the Maximum Tenant Improvement Allowance, Tenant shall provide be solely liable for such excess amounts. Upon Landlord's receipt of the Budget and Actual Tenant Improvement Allowance, Landlord and Tenant will enter into to an amendment to the Lease to replace this Addendum to Lease and to reflect the amount of the improvement rent (the "Improvement Rent") which shall be paid by Tenant to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at Lease and the expiration of the Termother terms and conditions in this Addendum to Lease. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements The Improvement Rent shall be insured by Landlord.determined as follows:

Tenant Improvements. Tenant Prior to September 1, 2005, Lessee shall obtain Landlord's written consent prior cause nonstructural, permanent improvements to performing any alteration, addition or improvement on or be made to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components interior of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredusing building standard materials, such consent shall not be unreasonably withheldas painting, conditioned or delayed. In all eventscarpet cleaning and the installation of ceiling tiles and voice and data cabling (“the “Improvements”), Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements which Improvements shall be constructed performed in a good and workmanlike manner by licensed contractors and manner. Provided Lessee is not in compliance with all applicable lawsdefault under this Lease, regulations, CC&R's, zoning ordinances and building codesLessor shall reimburse Lessee up to %5,000 for the cost of such Improvements. Except as provided immediately below, all alterations, additions and improvements constructed in The Improvements shall not include any partitions or on the Premises by Tenant shall remain on the Premises without compensation other personal property of any kind to Tenant upon expiration Lessee. The cost of the TermImprovements shall be the reasonable charges of third parties, unrelated to Lessee, for the construction of the Improvements. Tenant Not more often than once each calendar month and upon (i) receipt of copies of invoices paid by Lessee for the Upgrades and Improvements, along with appropriate mechanics lien waivers for said invoices and (ii) Lessor’s approval of the Upgrades and Improvements constructed thus far, Lessor shall pay Lessee ninety percent (90%) of the total of said invoices. After October 15, 2005, provided Lessor has (i) received copies of invoices paid by Lessee totaling $5,000 for the Improvements, along with appropriate mechanics lien waivers for said invoices and (ii) all Upgrades and Improvements have been complete to Lessor’s reasonable satisfaction, Lessor shall pay Lessee the remaining ten percent (10%) of such invoices if no mechanic’s lien or stop notice claims have been made in connection with the Upgrades or Improvements. The forgoing notwithstanding, nothing herein shall require Lessor to pay more than $5,000 for the cost of the Improvements. Any cost of the Upgrades or Improvements in excess of those amounts shall be paid by Lessee. All plans and contracts for the Upgrades and Improvements and the contractor(s) selected to constructed the Upgrades and Improvements shall be subject to Lessor’s prior approval, which approval will not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordunreasonably withheld.

Tenant Improvements. Landlord shall deliver the expansion space to Tenant in an “As-Is” condition upon execution of this Lease Amendment, except as noted in this Section 6. All basic utilities to Expansion Space (electric, gas and water to interior) shall be taken out of Landlord name and Tenant shall establish all services needed starting on May 15, 2006. Landlord shall warranty the good operating condition of the HVAC, electrical, and plumbing systems to Expansion Space for the first ninety (90) days from December 1, 2006, except malfunctions due to Tenant TI work, which will then be Tenant’s responsibility for repair. The roof system for Expansion space shall be warrantied by Landlord through the first substantial rain period after December 1, 2006. Tenant shall be allowed to perform Tenant Improvements as listed in Exhibit 3 – Tenant Improvement List. Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to all necessary permits and licenses from the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the PremisesCity for said improvements, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) shall hire a licensed and insured contractor to completeperform all tenant improvement work. In the event Tenant agrees to provide Landlord with copies of all permits obtained for all improvements, as well as “As-Built” plans, contracts and specifications, for Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term’s files. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises Expansion Space provided that Landlord has consented in writing to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of all such improvements shall lo be insured made in Expansion Space, and/or in Original Space / Premises already leased by Landlord.Tenant. Initial Here: 3 Initial Here:

Tenant Improvements. Landlord, at Landlord’s expense on a turnkey basis, shall construct improvements to the Premises (the “Tenant Improvements”) in substantial accordance with the revised space plan and pricing notes prepared by Xxxxx Xxxxxx dated January 3, 2012, as revised on January 30, 2012, February 2, 2012 and April 13, 2012, respectively, attached hereto as Exhibit A and incorporated herein by reference, the said space plan and pricing notes being hereinafter referred to as the “Plans”. However, if Tenant requests any changes to the Plans, which changes are subject to Landlords prior approval, and if Landlord approves and makes such changes, and if such changes increase the cost of the Tenant Improvements, then in such case Tenant shall obtain Landlord's written consent prior to performing any alterationreimburse Landlord for the increased costs incurred in making such changes, addition or improvement on or to including, without limitation, increased architectural, labor, materials and contractors’ costs, within ten (10) days after receipt of an invoice for the Premises; providedsame, howeverand if such changes delay the completion of such Tenant Improvements, that Landlord's consent such delay shall not be required where deemed a delay caused by Tenant. Except for the contemplated work (i) does not include any alteration foregoing Tenant Improvements, Tenant shall accept the Premises for the remainder of the structural components current term, the Third Extended Term and any renewal or extension thereof, in “as is” condition, and Landlord shall have no obligation to upfit or improve the same or provide any allowance therefor. Tenant acknowledges and agrees that the construction of the Tenant Improvements may cause interference with Tenant’s use of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, but such consent interference shall not be unreasonably withheldoperate to cause Annual or Monthly Base Rent or any other charge under the Lease, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner as amended by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consentthis Fifth Amendment, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition xxxxx or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions cause a constructive eviction or improvements only, Tenant upon the written request a breach of Landlord, shall upon the expiration ’s covenant of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordquiet enjoyment.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing any No alteration, addition addition, improvement or improvement on refinishing of or to the PremisesProject nor any installation or use of any air conditioning unit, security system, boiler, furnace, or any other similar apparatus having in any case aforesaid a material adverse affect upon the structural elements of the Building and/or the Building's plumbing, HVAC, electrical, life safety, security/card access and/or other primary Building systems shall be made by Tenant without the prior written consent of Landlord, which consent shall not be unreasonably withheld, delayed or conditioned; provided, however, this shall not prevent Tenant from installing or having installed its furniture and fixtures or vending machines. It shall not be unreasonable for Landlord to require that any and all such alterations, additions, improvements and/or refinishing be performed by Landlord's affiliate as the General Contractor and in this regard the terms and conditions set forth in SECTION 1.10 hereof with respect to the Tenant Improvement Work so far as reasonably practicable, including specifically, but not limited to, the obligation of Landlord's affiliate to obtain not less than 3 competitive bids and the provisions thereof with respect to the fee of Landlord's affiliate) (and in addition thereto Landlord's affiliate must be capable of performing any such work in a timely manner) shall apply; provided at the time of seeking Landlord's consent, Tenant shall obtain from Landlord Landlord's decision as to whether the proposed alteration, addition, improvement or refinishing (other than trade fixtures and personal property of Tenant) shall be required by Landlord to be removed by Tenant or whether such alteration, addition, improvement or refinishing may remain upon the expiration or other sooner termination of this Lease. If Landlord conditions its approval upon the removal of the alteration, addition, improvement or refinishing as aforesaid, the Tenant shall, upon Landlord's request at or about the termination of the Lease, remove same, at Tenant's cost. In all events, the cost of any such work shall include a reasonable amount to provide Landlord with a complete set of "as built" drawings in CADD format and on a diskette readable by Landlord (including architectural, structural, mechanical, electrical, plumbing and fire protection, where applicable) of any such material alterations, additions or improvements made to the Project, and a wiring schematic for all voice and data cabling. Tenant's furniture, furnishings, trade fixtures, moveable equipment and other like property shall not be deemed to be improvements to the Project and may be removed and/or replaced by Tenant at any time during the Lease Term. Notwithstanding the foregoing, Landlord's consent shall not be required where the contemplated work for, and Tenant shall not be required to use Landlord (or any affiliate of Landlord) as a General Contractor with respect to, (i) does not include any alteration the installation or removal of the structural components of the PremisesTenant's furniture, and fixtures or equipment or (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completeany decorating or redecorating, including, without limitation, painting, wallpapering, carpeting or tiling. In the event addition, Tenant shall not be required to use Landlord (or any affiliate of Landlord) (but shall be required to obtain Landlord's consent is requiredprior consent, such consent which shall not be unreasonably withheld, conditioned or delayed) in connection with the moving from time-to-time of non-structural interior walls and doors, providing such movements do not affect in excess of five percent (5%) of the non-structural interior walls and doors then in the Leased Premises. In Anything herein to the contrary notwithstanding, all events, voice and data cabling installed by Tenant shall provide to Landlord a written description of any alterations or for its account at anytime during the Lease Term (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements including that installed during the initial Tenant Improvement Work) shall be constructed in a good removed and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant ceiling shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement restored by Tenant at the expiration of the Term. With respect to such alterationsthis Lease, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordTenant's cost.

Tenant Improvements. (A) Tenant shall, at its sole cost and expense (subject to reimbursement from the Allowance) prepare complete, coordinated construction drawings and specifications (the “Construction Documents”) for the entire Premises as necessary for Tenant’s initial occupancy of the Premises (the “Tenant Improvements”). Nothing in the prior sentence being deemed to obligate Tenant to prepare any plans, drawings or specifications for any of the Base Building Work. The Tenant Improvements do not include the FF&E Work (as defined below). Tenant acknowledges that the Construction Documents will have been prepared by Tenant’s architect and engineers and, accordingly, Tenant agrees to cause its architect to provide construction administration services to Landlord for the Tenant Improvements and FF&E Work, including the review and approval of requisitions by the general contractor and the provision of certifications necessary to cause Substantial Completion to occur. At all times, Landlord and Tenant will act promptly (and in any case within five (5) Business Days following delivery of notice from Tenant or Landlord, as applicable, unless expressly provided otherwise herein) on any construction-related questions or matters, including final color approvals and substitutions; provided, however, Landlord’s period to act shall be reasonably extended to the extent Landlord’s Contractor’s input or response is necessary for resolving such questions or matters. In furtherance of the foregoing, Tenant shall obtain prepare and deliver plans and specifications for the Tenant Improvements for Landlord's written consent prior ’s review and approval, and Landlord shall act as required below, in accordance with the following schedule: Tenant to performing any alteration, addition or improvement deliver schematic plans to Landlord for the Tenant Improvements on or before November 21, 2014 (the “Schematic Plans”); To the extent the same may be determined from the Schematic Plans, Landlord to provide feedback concerning cost implications resulting from Tenant Requested Changes in the Base Building Work and any anticipated delays in permitting for the Tenant Improvements based upon the Schematic Plans on or before the date ten (10) Business Days after receipt of the Schematic Plans; Tenant to provide Landlord with complete building permit plans for the Tenant Improvements (the “Building Permit Plans”) on or before December 19, 2014; Landlord to provide Tenant with an estimated cost of the Tenant Improvements (with the estimated price for the same broken out in consultation with the Contractor) and an estimated schedule for completion of the Tenant Improvements within thirty (30) days after receipt of the Building Permit Plans; Tenant to provide Landlord with completed Construction Documents on or before February 14, 2015. Landlord, Tenant, the Contractor and the architects will meet weekly during the design process described above. Tenant has retained, and Landlord has approved, Xxxxxxxx Xxxxxxx & Associates, Inc. as Tenant’s architect for the Tenant Improvements. Tenant shall retain Landlord’s structural engineer for the Tenant Improvements, if any portion of the Tenant Improvements affects structural components of the Building, and shall retain mechanical, electrical and plumbing engineers reasonably acceptable to Landlord. Even though such engineer (or any other engineers or architect, if Tenant engages Landlord’s engineers or architect) has been otherwise engaged by Landlord in connection with the Building, Tenant shall be solely responsible for the contractual undertakings and costs and expenses of all architectural and engineering services relating to the PremisesTenant Improvements arising therefrom (subject to reimbursement from the Allowance), including, without limitation, any changes necessary to ensure the adequacy and completeness of any plans, including the Construction Documents, submitted to Landlord. Tenant’s architects and engineers shall be responsible for all elements of the plans for the Tenant Improvements (including, without limitation, compliance with law, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment, and continuity with the Base Building Work), and Landlord’s approval of any Tenant plans, including Construction Documents, shall in no event relieve Tenant of the responsibility therefor; provided, however, that Landlord's consent Landlord and its architects and consultants in reviewing the Building Permit Plans shall use reasonable efforts to identify any issues associated with the continuity between the Tenant Improvements and the Base Building Work within ten (10) Business Days after receipt of the Building Permit plans, but failure to do so shall not relieve Tenant of the foregoing obligation or impose any liability upon Landlord, its architects or consultants (except that the foregoing limitation on liability shall not operate to limit the liability to Tenant of any consultant retained by Tenant with respect to the Tenant Improvements). Tenant shall be required where responsible for reimbursing Landlord for the contemplated work (i) does reasonable out-of-pocket third-party expenses incurred by Landlord in having its architects, engineers and other consultants reviewing any submissions in connection with the Tenant Improvements, and Landlord may deduct such expenses from the Allowance, provided that prior to deducting any such expenses, Landlord shall provide Tenant with written notice thereof, together with reasonable supporting documentation. Tenant acknowledges and agrees that the Tenant Improvements and the Construction Documents shall not include any alteration the roof deck which Tenant may desire to have constructed on the Building (the “Roof Deck”). If Tenant desires to have Landlord construct the Roof Deck, Tenant may concurrent with the delivery of the structural components of Construction Documents, deliver separate construction drawings and specifications for the PremisesRoof Deck prepared in accordance with the same requirements as are applicable to the Construction Documents, for Landlord’s review and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredapproval, such consent which shall not be unreasonably withheld, conditioned or delayed. In all eventsWith respect to the Roof Deck, Tenant agrees to comply with the same terms and obligations imposed upon Tenant with respect to the Roof Equipment under Section 17.17 of the Lease. Upon approval of the plans and specifications for the Roof Deck by Landlord, Landlord shall use reasonable efforts to obtain permits and approvals for the Roof Deck, at Tenant’s expense, separate from the permits and approvals for the Landlord’s Work, but Landlord shall not be liable for any delay resulting from Landlord’s inability to obtain permits for the Roof Deck and the construction of the Roof Deck shall not be a condition precedent to the Commencement Date. If to be performed by Landlord, the construction of the Roof Deck shall be in accordance with the same requirements applicable to the Tenant Improvements at Tenant’s expense, but Tenant may utilize any portion of the Allowance not exhausted by the Tenant Improvements towards the construction of the Roof Deck. The Construction Documents must provide to Landlord a written description of any alterations (other than alterations involving expenditure of for Tenant Improvements costing no less than $10,00060 per rentable square foot in hard costs (the “TI Minimum”). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind Subject to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1Work Letter, it being understood and agreed that none Tenant may, from time to time, by written order to Landlord on a form reasonably specified by Landlord (“Tenant Improvements Change Order”), request Landlord’s approval of such improvements a change in the Tenant Improvements shown on the Construction Documents, which approval shall not be unreasonably withheld, conditioned or delayed in accordance with Article VI of the Lease. All Tenant modifications to the Construction Documents, whether material or not, shall be insured made only by Tenant Improvements Change Order submitted in timely fashion to Landlord and approved by Landlord. The price to be paid for Excess Tenant Improvements (as defined below) shall be adjusted for any Tenant Improvements Change Order. Landlord shall be authorized to proceed with work shown on any Tenant Improvements Change Order as further set forth below.

Tenant Improvements. Tenant agrees and acknowledges that Landlord shall obtain provide each of the Expansion Spaces in its "as-is" condition with existing paint and carpet, except that Landlord shall provide the HVAC, electrical, plumbing and roof systems for each of the Expansion Spaces in good working condition as of the commencement date for each of the Expansion Spaces. Tenant may, at its own cost, construct any interior improvements or alterations within the Expansion Spaces, subject to Landlord's prior written consent prior to performing any alterationapproval, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent which shall not be unreasonably withheld. Notwithstanding the foregoing, conditioned or delayed. In all events, Tenant Landlord shall provide to Landlord a written description the following "Expansion Spaces Tenant Improvement Allowance" in connection with the construction of any such approved interior improvements or alterations in the Expansion Spaces (other than alterations involving expenditure the "Expansion Spaces Tenant Improvements"), on the terms and conditions set forth below. The Expansion Spaces Tenant Improvement Allowance shall be used only for the costs and expenses incurred in connection with materials, construction and installation of less than $10,000the standard interior improvements within the Expansion Spaces (the "Expansion Spaces Tenant Improvement Costs"). All alterations, additions and improvements None of the Expansion Spaces Tenant Improvement Allowance shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable lawsused for specialized improvements, regulationscabling, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in equipment or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Termtrade fixtures. Tenant shall not be required submit written requests to remove any Landlord for disbursement out of the alterations, additions Expansion Spaces Tenant Improvement Allowance. Such requests shall be accompanied by invoices or improvements made other evidence reasonably satisfactory to Landlord showing that the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal expenses are part of the subject alteration, addition or improvement by Expansion Spaces Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordImprovement Costs.

Tenant Improvements. Except as specifically set forth in this Section 5, Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to the Premises; provided, however, acknowledges that Landlord's consent Landlord shall not be required where obligated to provide or pay any improvement work or services related to the contemplated work improvement of the first Expansion Space or the Existing Premises. Tenant also acknowledges that Landlord has made no representation or warranty regarding the condition of the First Expansion Space or the Existing Premises. Within sixty (60) days after the expiration of the thirty-sixth (36th) full month of the First Expansion Space Term, Tenant shall have the right to deliver written notice to Landlord requiring Landlord to, at a mutually convenient time to be agreed upon by Landlord and Tenant, at Landlord's sole cost and expense and using Building-standard materials only, (i) does not include any alteration of repaint all painted walls within the structural components of the PremisesFirst Expansion Space, and (ii) recarpet all carpeted areas within the First Expansion Space (the "First Expansion Space Work"). If Tenant fails to deliver such notice within such sixty (60) day period, Landlord shall have no obligation to perform the First Expansion Space Work. If Tenant timely delivers such notice, Tenant hereby acknowledges that Landlord will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In be performing the event First Expansion Space Work during the First Expansion Space Term, and Landlord's consent is required, such consent performance of the First Expansion Space Work shall not be unreasonably withhelddeemed a constructive eviction of Tenant, conditioned nor shall Tenant be entitled to any abatement of rent connection therewith, nor liable for any injury or delayed. In all eventsdamage to person, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in property or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordbusiness.

Tenant Improvements. Subject to the Leasehold Improvements Rider attached hereto, Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alterationalterations, addition physical additions or improvement on improvements in or to the PremisesPremises without first obtaining the written consent of Landlord, which consent may in the sole and absolute discretion of Landlord he denied. Landlord’s failure to respond in writing to Tenant’s request for any alterations, physical additions or improvements within fifteen (15) days of receipt thereof shall be deemed Landlord’s disapproval of such request. Any alterations, physical additions or improvements to the Premises made by or installed by either party hereto shall remain upon and be surrendered with the Premises and become the property of Landlord upon the expiration or earlier termination of this Lease without credit to Tenant; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredat its option, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, may require Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of physical improvements or additions and/or repair any alterations in order to restore the alterations, additions or improvements made Premises to the Premises during condition existing at the Term except only those alterationstime Tenant took possession, additions all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment, furniture or improvements requiring Landlord's consentmoveable trade fixtures owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which may be removed by Tenant at the expiration end of the Term. With respect term of this Lease if Tenant is not then in default and if such equipment and furniture are not then subject to such alterationsany other rights, additions or improvements only, Tenant upon the written request liens and interests of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required have no authority or power, express or implied, to create or cause any mechanic’s or materialman’s lien, charge or encumbrance of any kind against the Premises, the Property or any portion thereof. Tenant shall promptly cause any such liens that have arisen by Section 11.2 covering reason of any improvementswork claimed to have been undertaken by or through Tenant to be released by payment, alterations bonding or additions to the Premises made by otherwise within ten (10) days after Tenant under the provisions first has notice thereof, and shall indemnify and defend Landlord against liability or loss arising out of this Section 8.1any such claim (including, it being understood without limitation, legal fees and agreed that none of such improvements shall be insured by Landlordcourt costs).

Tenant Improvements. (a) Tenant shall obtain Landlord's written consent prior to performing construct any alteration, addition or improvement on or Tenant Improvements to the PremisesPremises in accordance with the provisions of the Work Letter Agreement attached as Exhibit D to the Lease; provided, however, that Landlord's consent the Paragraphs 5 and 6 of the Work Letter Agreement shall not be required where applicable. Landlord shall instead provide Tenant with an allowance for the contemplated work (i) does not include design and construction of any alteration Tenant Improvements to the Premises in the amount of the structural components of the Premises, and (ii) will not cost more than Two One Million Four Hundred Fifty Thousand Dollars ($250,000.001,400,000) (the “Tenant Improvements Allowance”) and Landlord shall make the Tenant Improvement Allowance available to completeTenant at any time during the 2015 and 2016 calendar years (the “Construction Period”). In Landlord and Tenant agree that the event construction of any Tenant Improvements may be completed in phases if desired by Tenant. Therefore, notwithstanding anything contained in this Paragraph 7 or Exhibit D to the Lease to the contrary, Tenant shall be allowed to submit “Final Plans and Specifications” (as defined in the Exhibit D) for any Tenant Improvements to Landlord in multiple phases during the Construction Period. Tenant shall not, however, make any material changes to any Final Plans and Specifications which have been approved by Landlord without Landlord's consent is required’s prior written consent, such which consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord.

Tenant Improvements. Landlord shall provide Tenant shall obtain Landlord's written consent prior with a tenant improvement allowance (the “TI Allowance”) in the amount of $859,355.00 ($35.00 x 24,553 usable square feet) for tenant improvements (the “Tenant Improvements”) to performing be made by Landlord to any alteration, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components portion of the Premises, which may or may not include the Additional Space, as elected by Tenant. The TI Allowance may be used, without limitation, for space planning, architectural and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) engineering fees and permits related to completethe Tenant Improvements, and the Tenant Improvements shall include, without limitation, the installation of an exterior double door and the construction of related alterations to the curbing and sidewalk adjacent to such door as well as upgraded electrical and venting systems necessary for the Permitted Use. In The Parties shall exert good faith, commercially reasonable efforts to agree as soon as reasonably practicable on the event Landlord's consent is required, Tenant Improvements and a budget therefor. Such agreed on Tenant Improvements shall then be made by Landlord in accordance with such consent budget as soon as reasonably practicable after such agreement. The construction reasonably required to complete the Tenant Improvements shall not be unreasonably withheldlessen or otherwise affect Tenant’s rent obligations under the Lease, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner as amended by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Termthis Amendment. Tenant shall not pay to Landlord all costs and expenses incurred by Landlord in connection with the Tenant Improvements, together with a project management fee of five percent (5%) of such costs and expenses, less the TI Allowance, within ten (10) days after the date of an invoice therefor, which invoice may, following the Parties’ agreement on such budget, be required delivered prior to remove the commencement of construction. If all or any portion of the alterationsTI Allowance is not used on or before December 31, additions 2023, the TI Allowance or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed portion that none of such improvements is not used shall be insured by Landlordlost and shall no longer be available to Tenant.

Tenant Improvements. Prior to the Lease Commencement Date, Landlord shall, in a good and workmanlike manner and with building-standard materials, make improvements to the Premises ("Tenant Improvements") in accordance with plans and specifications ("Plans and Specifications") to be prepared by Landlord and approved in writing by Tenant, which approval shall obtain Landlordnot be unreasonably withheld. In connection therewith, Landlord will prepare a budget for Tenant's written consent prior review and approval. Once the Plans and Specifications are acceptable to both parties, it is agreed that same shall be attached hereto and become a part of this Lease, being identified as SCHEDULE B. Except as otherwise specifically provided in this Lease, Landlord shall not be responsible for performing any alterationor paying for the moving or installation of telephone and computer systems, addition wiring or improvement on cabling, or to the acquisition, moving or installation of Tenant's furnishings, fixtures and equipment in the Premises; provided, however, that Landlord's consent shall to the extent the Tenant Allowance (hereinafter defined) is not be required where fully utilized to pay for the contemplated work (i) does not include any alteration cost of the structural components of the PremisesTenant Improvements, and (ii) will not cost more than Two Hundred Fifty up to Eight Thousand Sixty-Six Dollars ($250,000.008,066.00) may be applied to completeTenant's moving and cabling expenses provided Tenant submits to Landlord invoices evidencing such cabling and/or moving expenses. In Landlord agrees to bear the event cost of the Tenant Improvements in an amount not to exceed Two Hundred One Thousand Six Hundred Fifty Dollars and No Cents ($201,650.00)("Tenant Allowance"), which amount includes demolition costs, Landlord's consent is requiredconstruction management fee and any other costs (exclusive of Common Area and corridor costs) required to improve the Premises from its current "as-is" condition. Tenant covenants and agrees to pay to Landlord, as Additional Rent, all costs and expenses incurred by Landlord in performing the Tenant Improvements in excess of the Tenant Allowance and to make such consent payment within thirty (30) days after receipt of a reasonably detailed invoice for same from Landlord. Except as otherwise provided in this Section 5.1., any excess of the Tenant Allowance over the total cost of constructing the Tenants Improvement shall belong solely to Landlord. Any other initial improvements to the Premises not shown on the Plans and Specifications are subject to Landlord's prior written approval, which approval shall not be unreasonably withheld, conditioned withheld or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured performed by Landlord, and the cost thereof shall be paid by Tenant to Landlord within thirty (30) days following receipt of an invoice for same from Landlord. Any amounts payable by Tenant hereunder shall include Landlord's standard construction management fee computed on the total cost of construction (currently 13.5%), including but not limited to the cost of developing, preparing and modifying construction drawings.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or Prior to the PremisesCommencement Date, Sublandlord, at Sublandlord's expense shall provide the building improvements to the existing interiors as described on Exhibit "C-l" (Tenant Improvements) . Subtenant is responsible for all costs of Tenant Improvements exceeding $128,877.00 (One Hundred Twenty-Eight Thousand, Eight Hundred Seventy-Seven and no/100 Dollars); provided, however, that Landlord's no costs shall be incurred by Sublandlord in excess of such amount without the prior written consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completeSubtenant. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, The Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements Improvements shall be constructed in accordance with all applicable laws, in a good and workmanlike manner by licensed contractors manner, free of defects and in compliance with all applicable lawsusing new materials and equipment of good quality. Sublandlord shall obtain at least two (2) competitive bids for the Tenant Improvement work and Subtenant shall have the right to approve the contractor engaged to perform such work. Within thirty (30) days after the Commencement Date, regulationsSubtenant shall have the right to submit a written "punch-list" to Sublandlord setting forth any defective item of construction, CC&R's, zoning ordinances and building codesSublandlord shall promptly cause such items to be corrected. Except as provided immediately below, all alterations, additions and improvements constructed in or on Subtenant's acceptance of the Premises by Tenant shall remain on the Premises without compensation or submission of any kind to Tenant upon expiration of the Term. Tenant a "punch-list" shall not be required deemed a waiver of Subtenant's right to remove have defects in the Tenant Improvements or the Premises repaired at no cost to Subtenant. Subtenant shall give notice to Sublandlord whenever any such defect becomes reasonable apparent, and Sublandlord shall repair such defect as soon as practicable. Notwithstanding anything to the contrary set forth herein, the cost of the Tenant Improvements shall not include (and Subtenant shall have no responsibility for) any of the alterationsfollowing: (i) costs attributable to improvements installed outside the demising walls of the Premises unless (1) necessitated by Tenant Improvements made inside the demising walls of the Premises, additions or (2) requested by Subtenant or as described in Exhibit C-1; (ii) costs for ----------- improvements made which are not described in Exhibit C-l unless otherwise approved ----------- by Subtenant; (iii) attorney's fees incurred in connection with negotiation of construction contracts, and attorney's fees, experts' fees and other costs of legal and arbitration proceedings to resolve construction defects; (iv)loan fees, mortgage brokerage fees, interest and other costs of financing construction costs; (v) costs included as a consequence of delay (unless the delay is caused by Subtenant, its agents, contractors, licenses, or invitees) or construction disputes with third parties; (vi) penalties and late charges attributable to the Premises during failure to pay construction costs in accordance with the Term Sublease except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned that such penalties and late charges arise due to delays caused by Subtenant, its consent upon removal agents, contractors, licensees or invitees; (vii) any xxxx-up charged by Sublandlord in connection whit the construction of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost Improvements; and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering (viii) any improvements, alterations or additions costs due to the Premises made by Tenant under the provisions negligence or willful misconduct of this Section 8.1any party (other than Subtenant or its employees or agents), it being understood including, without limitation, Sublandlord, Sublandlord's architects and agreed that none of such improvements shall be insured by Landlordcontractors, and their respective employees and agents.

Tenant Improvements. Tenant (A) Subject to paragraph 3(B) below, Landlord agrees to construct the New Expansion Space, on a turn-key basis (i.e., solely at Landlord’s cost and expense, except for the cost of electrical distribution from the electrical panel to be installed by Landlord, and except for the costs of the Additional Work, as that term is defined below), and using Building-Standard materials, in accordance with the Space Plan (the “Landlord’s Work”), which such Landlord’s Work shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or include electrical requirements to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration panel of the structural components New Expansion Space, with the Tenant being solely responsible, at Tenant’s cost and expense, for all electrical requirements from the panel to Tenant’s equipment. The construction of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements ’s Work shall be constructed performed in a good and workmanlike manner by licensed contractors in accordance with the Space Plan and in compliance with all applicable laws, regulationsIn the event Tenant requests, CC&R'sand Landlord approves of, zoning ordinances any changes or modifications that require work over and building codesabove the scope of the approved Space Plan, (the “Additional Work”), the costs thereof shall be Tenant’s sole responsibility. Except as provided immediately belowLandlord agrees not to unreasonably withhold, all alterations, additions and improvements constructed in delay or on the Premises by Tenant shall remain on the Premises without compensation condition its approval of any kind to Tenant upon expiration of the Termsuch changes or modifications. Tenant shall not be required pay any such costs, together with a fee equal to remove any eight percent (8%) of the alterationssame, additions or improvements made to within thirty (30) days after Tenant’s receipt of invoices therefor from Landlord, If payment is not received by Landlord within such time, Tenant shall pay interest thereon at the Premises during rate set forth in the Term except only those alterations, additions or improvements requiring Landlord's consent, to Original Lease. The Effective Date shall be the extent Landlord conditioned its consent upon removal date of “Substantial Completion” of the subject alteration, addition or improvement by Tenant at the expiration of the TermNew Expansion Space. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord.“

Tenant Improvements. Notwithstanding any provision of the Lease (including Article 1.3 of the Original Lease), Tenant shall obtain occupy Suite 210 in its current "AS IS" condition without any obligation on Landlord's written consent part to construct or pay for any Base Building Work, tenant improvements or refurbishment work in or for Suite 210 prior to performing delivering possession of Suite 210 to Tenant. Accordingly, the provisions of Article 1.3 of the Original Lease and any alteration, addition or improvement on or Work Letter attached to the PremisesLease are not applicable to Suite 210. Notwithstanding the foregoing sentence, Landlord will provide Tenant with a tenant improvement allowance ("Tenant Improvement Allowance") in the amount of up to, but not exceeding, $3.86 per rentable square foot of Suite 210 (i.e., $40,437.36) and an additional allowance (the "Additional Allowance") in the amount of up to, but not exceeding, $0.22 per square rentable square foot of Suite 210 (i.e., $2,252.34) (the Tenant Improvement Allowance and Additional Allowance shall collectively be referred to as the "Allowances"). Tenant may use the Allowances to help pay for the cost of the tenant improvements and alterations it desires to make Suite 210 and any other part of the Demised Premises which Tenant leases in the Building at any time after the date hereof and during the term of the Original Lease pursuant to the provisions of Article 4.1 of the Original Lease; provided, however, that Landlord's consent (i) the Additional Allowance shall only be used to pay costs and fees of the architect and engineers for the plans for such tenant improvements and alterations, (ii) Tenant Improvement Allowance shall not be required where used for any personal property of Tenant including but not limited to telephone and data cabling or appliances, and iii) in the contemplated work (i) event Tenant does not include any alteration use the entire amount of the structural components of the PremisesAllowances to pay for such tenant improvement costs, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required entitled to remove any of the alterations, additions credits or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordrefunds thereof.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alterationnon-structural alterations, addition physical additions or improvement on improvements in or to the Premises; providedPremises without first obtaining the written consent of Landlord, however, that which consent may in the sole and absolute discretion of Landlord be denied. Landlord's consent shall not be required where the contemplated work (i) does not include ’s failure to respond in writing to Tenant’s request for any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, physical additions or improvements made to the Premises during the Term except only those within fifteen (15) days of receipt thereof shall be deemed Landlord’s disapproval of such request. Any non-structural alterations, physical additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition in or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under shall be performed in accordance with Applicable Laws. Any alterations, physical additions or improvements to the provisions Premises made by or installed by either party hereto shall remain upon and be surrendered with the Premises and become the property of Landlord upon the expiration or earlier termination of this Section 8.1Lease without credit to Tenant; provided, it being understood however, Landlord, at its option, may require Tenant to remove any physical improvements or additions and/or repair any alterations, except those performed in accordance with the Tenant Improvements Rider attached hereto, in order to restore the Premises to the condition existing at the time Tenant took possession, all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment, furniture or moveable trade fixtures owned by Tenant, which may be removed by Tenant at the end of the term of this Lease if Tenant is not then in default and agreed if such equipment and furniture are not then subject to any other rights, liens and interests of Landlord. Tenant shall have no authority or power, express or implied, to create or cause any mechanic’s or materialman’s lien, charge or encumbrance of any kind against the Premises, the Property or any portion thereof. Tenant shall promptly cause any such liens that none have arisen by reason of any work claimed to have been undertaken by or through Tenant to be released by payment, bonding or otherwise within ten (10) days after Tenant first has notice thereof, and shall indemnify and defend Landlord against liability or loss arising out of any such improvements shall be insured by Landlordclaim (including, without limitation, legal fees and court costs).

Tenant Improvements. Tenant shall obtain Landlord's written consent prior have the right at any time, and from time to performing any alterationtime during the Term, addition to construct the Expansion Building and the Optional Improvements on the Premises (collectively, the “Tenant Improvements”), as Tenant shall deem necessary or improvement on or to desirable, which Tenant Improvements shall be made in compliance with the Premisesrequirements described in this Article 16; provided, however, that Landlord's consent any Optional Improvements to the Existing Building shall not be made in compliance with the requirements set forth in Article 17. Tenant shall be solely responsible for all costs and expenses in connection with any Tenant Improvements constructed on the Premises at no cost to Landlord other than, if required where the contemplated work (i) does not include any alteration by Section 1.3.2 of the structural components Purchase Agreement, the Building E Additional Purchase Price. Tenant shall reimburse Landlord for any extra expenses incurred by Landlord during the Term by reason of faulty work done by Tenant or its architects or contractors in connection with any of the PremisesTenant Improvements. Landlord will reasonably cooperate with Tenant’s obtaining of approvals from Governmental Authorities including providing letters of permission, consent letters, applications and similar authorizations. Upon payment of the Building E Additional Purchase Price, all Tenant Improvements shall (a) become part of the Premises and the property of Landlord, (b) remain upon and be surrendered with the Premises as a part thereof, and (iic) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall and not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement removed by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of any time during the Term, remove such alteration, addition or improvement at its cost other than items that Tenant replaces with a comparable item of equal quality and restore quantity as existed as of the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none time of such improvements shall be insured by Landlordremoval.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior Subject to performing any alteration, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all eventsthis Section 4, Tenant shall provide accept the Suite 110 Premises in its “as is” condition (subject to Landlord's continuing repair and maintenance obligations, as outlined in Section 10 of the Lease (as may be amended)), and Landlord shall have no obligation to make any alterations or improvements thereto whatsoever (provided that Landlord shall deliver same in good and tenantable condition, broom clean, with all systems serving same in good working order). Any alterations that Tenant desires to make in the Suite 110 Premises shall be subject to all the terms and conditions set forth in Section 11 of the Lease. Notwithstanding anything in the Lease to the contrary, Landlord hereby agrees to grant Tenant an allowance in the amount of $10,000 to be applied toward the cost (including architectural and engineering fees) of alterations performed by Xxxxxx in the Suite 110 Premises (the “Granted Allowance”) in conjunction with Xxxxxx’s initial occupancy of Suite 110 Premises. Provided no Event of Default then exists under the Lease, the Granted Allowance (or portions thereof) shall be disbursed to Tenant within thirty (30) days following Xxxxxx's submission to Landlord a written description of any paid invoices for work related to alterations (other than performed by Xxxxxx in the Suite 110 Premises, accompanied by waivers of liens executed by all contractors employed by Tenant for the performance of such work. If the cost of Xxxxxx's alterations involving expenditure in the Suite 110 Premises exceeds the amount of less than $10,000). All alterationsthe Granted Allowance, additions and improvements the excess shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises paid by Tenant shall remain on after the Premises without compensation of any kind to Tenant upon expiration Granted Allowance is fully exhausted. Any portion of the Term. Granted Allowance that has not been applied (or contracted to be applied) in the manner set forth above by the date which is twelve (12) months following the Eighth Amendment Commencement Date shall revert to Landlord, and Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With have no further rights with respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordthereto.

Tenant Improvements. Tenant Landlord is providing the Premises in its current “AS IS” condition, without representation or warranty of any kind. Landlord shall obtain Landlord's written consent prior have no obligation to performing make any alteration, addition modifications or improvement on or alterations to the Premises. Landlord acknowledges that Tenant intends to construct certain improvements in the Premises (the “Tenant Improvements”). The costs of the Tenant Improvements shall be paid by Tenant; provided, however, that Landlord shall make available to Tenant an allowance of up to $28,000.00 (the “Allowance”). Upon receipt of paid receipt invoices, lien waivers, and any other information or documentation reasonably requested by Landlord's consent , Landlord shall reimburse Tenant from the Allowance for Tenant’s actual costs relating to the construction of the Tenant Improvements. The Allowance may not be required where used to offset Rent, or to reimburse Tenant for any costs or expenses not directly related to the contemplated work construction of the Tenant Improvements. The Tenant Improvements shall be constructed (i) does not include any alteration of in accordance with the structural components of the Premisesplans and specifications that have been approved by Landlord in writing, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors using only new and first-grade materials, (iii) in compliance with all other applicable provisions in the Lease, and (iv) in compliance with all applicable governmental laws, ordinances, rules and regulations. If the cost of the Tenant Improvements exceeds the Allowance, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on have sole responsibility for the Premises without compensation payment of any kind to Tenant upon expiration such excess cost. If the cost of the Term. Tenant’s Improvements is less than the Allowance, Tenant shall not be required entitled to remove any payment or credit for such excess amount. To the extent any portion of the alterationsAllowance has not been advanced to Tenant by March 1, additions or improvements made to 2009, the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal remaining portion of the subject alteration, addition or improvement by Tenant at the expiration Allowance as of the Term. With respect said date shall be forfeited to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering be solely responsible for the costs of any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood Improvements on and agreed that none of such improvements shall be insured by Landlordafter said date.

Tenant Improvements. (a) Tenant shall obtain Landlord's written consent prior construct within the Premises certain tenant improvements ("Tenant Improvements") in accordance with this Section 7. Tenant will provide Landlord with preliminary plans and specifications and working drawings for the Tenant Improvements, which Landlord shall have the right to performing any alterationapprove, addition and which approval shall not be unreasonably withheld or improvement on or to the Premisesdelayed; provided, however, that Landlord shall have the right to withhold such approval acting in Landlord's consent shall not be required where sole discretion if the contemplated work (i) does not include any alteration of proposed Tenant Improvements materially affect the structural components structure, roof or exterior appearance of the Premises, and except for store front glass replacing the roll up door located within the Premises (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) so long as obstacles are placed in front of the glass to completeprevent vehicles from inadvertently driving through the glass). In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide be required to Landlord a written description install as part of any alterations (other than alterations involving expenditure of less than $10,000). All alterationsthe Tenant Improvements the improvements specified on attached Exhibit C. Tenant shall construct the Tenant Improvements in accordance with the plans and specifications and working drawings, additions and improvements shall be constructed approved by Landlord, in a good and workmanlike manner by licensed contractors manner, using new and refurbished materials and in compliance accordance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or Any such refurbished materials shall be shown on the Premises plans and specifications submitted for Landlord's approval. Any proposed change in the approved plans and specifications and/or the working drawings shall be subject to Landlord's further approval as specified above. The initial Tenant Improvements approved by Tenant Landlord shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant not be considered an alteration under Section 9 and shall not be required to remove any of the alterations, additions or improvements made to be removed from the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration or earlier termination of the Term. With respect Landlord shall contribute to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration cost of the TermTenant Improvements a tenant improvements allowance (the "Tenant Improvement Allowance") in an amount not to exceed $330,000, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordspecified below.

Tenant Improvements. Sublessor and Sublessee hereby approve the preliminary plans attached hereto as Exhibit E for certain Alterations to be installed at the Sublease Premises by Sublessor at Sublessor’s sole cost and expense (the “Tenant Improvements”). Sublessee and Sublessor shall obtain Landlord's written consent prior to performing any alterationagree, addition in good faith, upon final plans and specifications for the Tenant Improvements or improvement on or give detailed reasons for disapproval within five (5) business days of receipt of the final plans and specifications for the Tenant Improvements. Sublessor shall provide Sublessee with final plans and specifications for the Tenant Improvements not later than May 31, 2002 (the “Final Plans”). Neither Sublessor nor Sublessee shall unreasonably withhold its approval if such final plans and specifications are natural derivations of Exhibit E. Notwithstanding anything to the Premises; providedcontrary contained in this Sublease, Sublessor and Sublessee acknowledge that the Tenant Improvements are subject to the prior written approval of Landlord pursuant to Section 7.3 of the Master Lease, and that Landlord’s approval of the Tenant Improvements shall be a condition precedent to the effectiveness of this Sublease, as more particularly set forth in Section 21.14 below. The Tenant Improvements shall comply with the terms and conditions of Section 7.3 of the Master Lease, including, but not limited to, Sublessor’s obligation to remove such Tenant Improvements if required by Landlord in accordance therewith at the time that Landlord consents to the Tenant Improvements (subject, however, that Landlord's consent to the provisions of Section 7.2.2 below). Sublessee shall not be required where the contemplated work (i) does not include any alteration responsible for payment of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as supervision fee required by Section 11.2 covering any improvements, alterations or additions 7.3 of the Master Lease relative to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordImprovements.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredof damage to or destruction of Tenant Improvements located within the Premises or in the event Tenant Improvements located within the Premises are declared unsafe or unfit for use or occupancy by a public entity with the authority to make and enforce such declaration, such consent Tenant shall, within thirty (30) days, commence and diligently pursue to completion the repair, replacement, or reconstruction of Tenant Improvements to the same size as they existed immediately prior to the event causing the damage or destruction, as necessary to permit full use and occupancy of the Premises for the purposes required by the Lease. Repair, replacement, or reconstruction of Tenant Improvements within the Premises shall be accomplished in a manner and according to plans approved by the Director, which approval shall not be unreasonably withheld, conditioned delayed or delayedconditioned, provided however that if the event causing the damage was an extraordinary occurrence not caused by Tenant (e.g. earthquake, hurricane, tornado, tsunami, explosion, act of terror, war, fire or other casualty beyond the reasonable control of Tenant), Tenant may elect not to so repair or replace such improvements, in its sole discretion (provided that if the improvements are not to be repaired or replaced, then they shall be placed into a safe condition or removed), and the Rent shall be reduced accordingly based upon the reduction in use. In all eventsCounty shall not be liable for any damage to Tenant Improvements or Tenant personal property or of others located on the Premises, nor for the loss of or damage to any property of Tenant or others by theft or otherwise. All property of Tenant kept or stored on the Premises shall be so kept or stored at the risk of Tenant, unless such damage is caused by County willful misconduct or gross negligence. Notwithstanding the foregoing, should the Premises be substantially damaged (and not repaired by County) or the improvements be substantially damaged (and not repaired by Tenant) such that Tenant cannot make use of the Premises as contemplated by this Lease, Tenant shall provide have the right to Landlord a terminate this Lease upon thirty (30) days’ written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind notice to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by LandlordCounty.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alterationalterations, addition physical additions or improvement on improvements in or to the PremisesLeased Premises without first obtaining the written consent of Landlord, which consent may in the sole and absolute discretion of Landlord be denied. Any alterations, physical additions or improvements to the Leased Premises made by or installed by either party hereto shall remain upon and be surrendered with the Leased Premises and become the property of Landlord upon the expiration or earlier termination of this Lease without credit to Tenant; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredat its option, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, may require Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of physical improvements or additions and/or repair any alterations in order to restore the alterations, additions or improvements made Leased Premises to the Premises during condition existing at the Term except only those alterationstime Tenant took possession, additions all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment, furniture or improvements requiring Landlord's consentmoveable trade fixtures owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which may be removed by Tenant at the expiration end of the Term. With respect term of this lease if Tenant is not then in default and if such equipment and furniture are not then subject to such alterationsany other rights, additions or improvements only, Tenant upon the written request liens and interests of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required have no authority or power, express or implied, to create or cause any mechanic's or materialmen's lien, charge or encumbrance of any kind against the Leased Premises, the Property or any portion thereof. Tenant shall promptly cause any such liens that have arisen by Section 11.2 covering reason or any improvementswork claimed to have been undertaken by or through Tenant to be released by payment, alterations bonding or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured otherwise within thirty (30) days after request by Landlord, and shall indemnify Landlord against losses arising out of any such claim (including, without limitation, legal fees and court costs).

Tenant Improvements. Tenant (a) Landlord shall obtain construct, at Landlord's written consent prior to performing any alteration’s expense, addition or improvement on or certain improvements to the Premises; providedFirst Additional Space and the Second Additional Space in accordance with the space plan prepared by ArcTec dated February 15, however2011, that Landlord's consent shall not be required where a copy which is attached as Exhibit B (the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000“Approved Space Plan”). All alterations, additions and Any such improvements to be made to the First Additional Space shall be constructed referred to herein as the “Initial Tenant Improvements” and any such improvements to be made to the Second Additional Space shall be referred to as the “Additional Tenant Improvements.” The Initial Tenant Improvements and the Additional Tenant Improvements shall be referred to collectively herein as the “Tenant Improvements.” Landlord shall construct the Tenant Improvements in a good and workmanlike manner in accordance with applicable laws and the Approved Space Plan. Landlord shall complete the Initial Tenant Improvements as soon as possible but in any event no later than March 31, 2011, subject only to delays caused by licensed contractors and force majeure. Landlord shall complete the Additional Tenant Improvements by March 31, 2013, subject only to delays caused by force majeure. The Tenant Improvements shall include new carpet in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration as of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions date of this Section 8.1, it being understood First Amendment and agreed that none of such improvements any and all electrical and mechanical work necessary to balance the HVAC system serving the Premises. The finishes for the Tenant Improvements shall be insured by Landlordconsistent with Building standard as to t-bar ceiling grid and tiles, carpeting, painting, hardware and other finish work.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alterationalterations, addition physical additions or improvement on improvements in or to the PremisesLeased Premises without first obtaining the written consent of Landlord, which consent may in the sole and absolute discretion of Landlord be denied. Any alterations, physical additions or improvements to the Leased Premises made by or installed by either party hereto shall remain upon and be surrendered with the Leased Premises and become the property of Landlord upon the expiration or earlier termination of this Lease without credit to Tenant; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is requiredat its option, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, may require Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of physical improvements or additions and/or repair any alterations in order to restore the alterations, additions or improvements made Leased Premises to the Premises during condition existing at the Term except only those alterationstime Tenant took possession, additions all costs of removal and/or alterations to be borne by Tenant. This clause shall not apply to moveable equipment, furniture or improvements requiring Landlord's consentmoveable trade fixtures owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which may be removed by Tenant at the expiration end of the Term. With respect term of this Lease if Tenant is not then in default and if such equipment and furniture are not then subject to such alterationsany other rights, additions or improvements only, Tenant upon the written request liens and interests of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required have no authority or power, express or implied, to create or cause any mechanic's or materialmen's lien, charge or encumbrance of any kind against the Leased Premises, the Property or any portion thereof. Tenant shall promptly cause any such liens that have arisen by Section 11.2 covering reason of any improvementswork claimed to have been undertaken by or through Tenant to be released by payment, alterations bonding or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured otherwise after request by Landlord, and shall indemnify Landlord against losses arising out of any such claim (including, without I imitation, regal fees and court costs).

Tenant Improvements. Tenant may, without Landlord’s approval, perform or construct the following Tenant Improvements: (a) those involving paint, floor and wall coverings and other similar cosmetic work; (b) such alterations as may be required by applicable Laws; provided that Landlord’s consent shall obtain be required, upon the terms and conditions set forth below, for any particular such alteration that involves the demolition and rebuilding of existing improvements; or (c) other Tenant Improvements at a cost not to exceed $75,000 in any calendar year, except that Landlord's written ’s consent prior to performing will be required for any alteration, addition Tenant Improvements which adversely affect the Building structure or improvement on or involve alterations to the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration exterior of the structural components of the PremisesBuilding. Any other Tenant Improvements may be made only after obtaining Landlord’s consent, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such which consent shall not be unreasonably withheld, conditioned or delayed. In Landlord shall be deemed to have consented to a Tenant Improvement if Landlord does not notify Tenant in writing of its approval or disapproval thereof within fifteen (15) days after Tenant’s request for Landlord’s approval. Any and all eventsTenant Improvements constructed at Tenant’s cost during the Term and all improvements existing upon the Premises at Term commencement shall remain the property of Tenant during the Term and may be removed from the Premises at any time, with Tenant responsible to restore all damage to the Premises caused by such removal. Tenant shall provide not be obligated to Landlord a written description remove any Tenant Improvements or other improvements at the end of any alterations (other than alterations involving expenditure of less than $10,000)the Term, whether existing upon Term commencement or made by Tenant during the Term. All As used herein and elsewhere in this Lease, the term “Tenant Improvements” means all improvements, additions, alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed fixtures installed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore expense after the Premises to its condition prior to such alterationCommencement Date, addition which are not Trade Fixtures (as defined in Section 5.2) or improvement. Tenant shall maintain insurance Capital Expenditures (as required by defined in Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlord6.3).

Tenant Improvements. The term “Minor TI Changes” means changes to the Approved TI Construction Drawings that (a) do not impact the structure of the New Building, (b) do not impact the building systems in any material respect, (c) do not increase the cost of the Landlord’s Work (unless Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to have approved a corresponding increase in the Premises; provided, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the PremisesApproved Budget), and (iid) will do not cost more extend the scheduled date for completion of the Tenant Improvements beyond thirty (30) days. Tenant shall notify Landlord of any Minor TI Changes in advance, if practical, and promptly if advance notice is not practical, and such notice shall state the anticipated effect on the schedule for completion of the Tenant Improvements as a result of all Minor TI Changes made to the date of such notice. Tenant agrees not to make any changes to the Approved TI Construction Drawings other than Two Hundred Fifty Thousand Dollars ($250,000.00) Minor TI Changes, without Landlord’s prior written consent as to complete. In such change and any delay in the event Landlord's consent is requiredschedule for completion of the Tenant Improvements associated therewith, such which consent shall not be unreasonably withheld, conditioned or delayed. In all eventsIf Landlord fails to respond to a request to approve any change, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consentMinor TI Change, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement Approved TI Construction Drawings proposed by Tenant at within such five (5) business days after Tenant’s request (which request shall be accompanied by reasonable supporting documentation detailing the expiration proposed change), Landlord shall conclusively be deemed to have approved the proposed change. If Landlord shall notify Tenant of its objection to a change, other than a Minor TI Change, to the Term. With respect to Approved TI Construction Drawings proposed by Tenant within such alterationsfive (5) business day period, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost Landlord and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance reasonably share records and estimates, and cooperate to resolve any such differences as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under the provisions of this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordsoon as reasonably possible.

Tenant Improvements. Tenant shall obtain Landlord's written consent prior not make or allow to performing be made any alterationalterations, addition physical additions or improvement on improvements in or to the Premises; providedPremises without first obtaining the written consent of Landlord, however, that Landlord's consent shall not be required where the contemplated work (i) does not include any alteration of the structural components of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, such which consent shall not be unreasonably withheld, conditioned conditioned, or delayed. In all events, Tenant shall provide to Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All Any alterations, additions and improvements shall be constructed in a good and workmanlike manner by licensed contractors and in compliance with all applicable laws, regulations, CC&R's, zoning ordinances and building codes. Except as provided immediately below, all alterations, additions and improvements constructed in or on the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant shall not be required to remove any of the alterations, physical additions or improvements made to the Premises during the Term except only those alterations, additions or improvements requiring Landlord's consent, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant at the expiration of the Term. With respect to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required by Section 11.2 covering any improvements, alterations or additions to the Premises made by Tenant under or installed by either party hereto shall remain upon and be surrendered with the provisions Premises and become the property of Landlord upon the expiration or earlier termination of this Section 8.1Lease without credit to Tenant; provided, it being understood and agreed however, Landlord, at its option, may require Tenant to remove any physical improvements or additions and/or repair any alterations in order to restore the Premises to the condition existing at the time Tenant took possession, all costs of removal and/or alterations to be borne by Tenant. Notwithstanding the foregoing, Tenant may request in writing that none Landlord make a determination at the time of consent as to whether the Tenant improvements will have to be removed at the end of the Lease Term. This clause shall not apply to moveable equipment, furniture or moveable trade fixtures owned by Tenant, which may be removed by Tenant at the end of the term of this Lease. Tenant shall have no authority or power, express or implied, to create or cause any mechanic’s or materialmen’s lien, charge or encumbrance of any kind against the Premises, the Property or any portion thereof. Tenant shall promptly cause any such improvements shall liens that have arisen by reason of any work claimed to have been undertaken by or through Tenant to be insured released by payment, bonding or otherwise within thirty (30) days after request by Landlord, and shall indemnify Landlord against losses arising out of any such claim (including, without limitation, reasonable legal fees and court costs).