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. 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 Landlord shall obtain Landlord's written consent prior to performing any alterationconstruct and, addition or improvement on or except as provided below to the Premises; providedcontrary, however, pay for the entire cost of constructing the tenant improvements (“Tenant Improvements”) described by the plans and specifications identified in Schedule “1” attached hereto (the “Plans”) including all shown Alternates with exception of Alternate #9. Tenant may request changes to the Plans provided that Landlord's consent (a) the changes shall not be required where of a lesser quality than Landlord’s standard specifications for tenant improvements for the contemplated work Building, as the same may be changed from time to time by Landlord (ithe “Standards”); (b) does the changes conform to applicable governmental regulations and necessary governmental permits and approvals can be secured; (c) the changes do not include require building service beyond the levels normally provided to other tenants in the Building; (d) the changes do not have any alteration adverse affect on the structural integrity or systems of the structural components Building; (e) the changes will not, in Landlord’s opinion, unreasonably delay construction of the Premises, Tenant Improvements; and (iif) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) Landlord has determined in its sole discretion that the changes are of a nature and quality consistent with the overall objectives of Landlord for the Building. If Landlord approves a change requested by Tenant, then, as a condition to complete. In the event effectiveness of Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events’s approval, Tenant shall provide pay to Landlord a written description of upon demand by Landlord the increased cost attributable to such change, as reasonably determined by Landlord. To the extent any alterations (other than alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed such change results in a good and workmanlike manner by licensed contractors and in compliance with all applicable lawsdelay of completion of construction of the Tenant Improvements, 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 then such delay shall constitute a delay caused 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 Landlorddescribed below.

Tenant Improvements. Landlord shall complete the tenant improvements, if any, described on Exhibit “E” (the “Tenant Improvements”). The term “Substantially Completed” or any grammatical variation thereof, when used in this Lease, shall mean that the Tenant Improvements have been completed with the exception of punch list items which can be fully completed subsequent to the Commencement Date without material interference with Tenant’s activities. Tenant’s taking possession of the Premises shall be conclusive evidence of Tenant’s receipt of the Premises and of the Tenant Improvements being Substantially Completed and in good and satisfactory order, condition and repair. Tenant shall obtain have thirty (30) days from the Delivery Date to submit to Landlord's written consent prior , its punch list and Landlord shall, thereafter, use diligent efforts to performing any alteration, addition or improvement on or perform such work as may be necessary to complete same in an expeditious manner. Except with respect to the Premises; providedinitial Tenant Improvements, howeverLandlord shall have the right to include, that Landlord's consent as a cost of any work performed on behalf of Tenant, or at the request of Tenant, a construction management fee on all Tenant Improvements (the “Construction Management Fee”). Such fee shall not be required where the contemplated work exceed five percent (i5%) does not include any alteration of the structural components total cost of the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completeTenant Improvements. 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 accordance with plans and workmanlike manner specifications prepared by duly licensed contractors and design professionals selected or approved by Landlord, in compliance with all the building code and other applicable laws, regulations, CC&R's, zoning ordinances and building codeslaw. 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 Landlord shall not be required subject to remove any liability for failure to give possession 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 Tenant or to such alteration, addition cause the Tenant Improvements to be Substantially Completed on 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 Landlorda specific date.

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. (a) Tenant currently occupies the Premises and acknowledges that it shall obtain Landlord's written consent prior continue to performing lease the Premises in its "as is" condition. In connection with this Second Amendment, Landlord has no obligation to make or pay for any alteration, addition improvements or improvement on or to alteration work in the Premises, the Building or the Project; provided, however, that Landlord's consent Landlord shall not provide Tenant with a tenant improvement allowance in an amount equal to Twenty One Thousand Nine Hundred Seventy Six Dollars ($21,976.00) (the "Improvement Allowance") to be required where used by Tenant toward the contemplated work cost of design and construction of certain improvements to the Premises (the "Improvements"). Tenant shall be responsible for all additional costs associated with the design and construction of the Improvements. (b) Upon completion of the Improvements, Tenant shall submit to Landlord a request for disbursement of the Improvement Allowance, which disbursement request shall be accompanied by (i) does not include any alteration a description of the structural components costs of the PremisesImprovements for which such disbursement is requested, together with invoices evidencing such 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 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 that any costs are to be paid to contractors or subcontractors for labor and materials, executed mechanic's lien releases from such contractors or subcontractors, which shall comply with the appropriate provisions of California Civil Code Section 3262(d). (c) Provided that the Lease, as amended by this Second Amendment, is then in full force and effect and Tenant is not then in default, Landlord conditioned its consent upon removal shall disburse the Improvement Allowance to Tenant within thirty (30) days after Landlord's review and approval 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 items described 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(b) above.

Tenant Improvements. 8.1 The Tenant may place additions or improvements (“Tenant Improvements”) on the Site provided that the Tenant first obtains written permission from the Landlord to do so. Tenants must also obtain written permission from the Landlord to alter Sites, including but not limited to elevation, back-fill and drainage by way of the submission of written plans including dates of work to be done. All costs of any approved Tenant Improvements or Site alterations (including any costs to locate underground services) shall obtain Landlord's written consent prior be borne solely by the Tenant. 8.2 Tenant Improvements shall include but not be limited to performing any alterationbunk houses, addition or improvement on or Arizona rooms, covered decks, oversized and additional sheds, gazebos, and the like. 8.3 No Tenant Improvements to the Premises; provided, however, that Landlord's consent shall not Site are to be required where of a permanent nature and Tenant Improvements must be capable of removal with a minimum amount of effort. 8.4 Orientation (placement) of recreational vehicles on the contemplated work (i) does not include any alteration Site is at the sole discretion of the structural components of Landlord and must be orientated for their easy removal. 8.5 All Tenant Improvements placed by 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 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 Tenant at the expiration of the Term. With respect their obligations referred 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 in this Section 8.1, it being understood and agreed that none of such improvements shall be insured by Landlordparagraph 8.5.

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. Landlord agrees to construct within the Premises ------------------- certain improvements to the Premises ("Tenant shall obtain Improvements") pursuant to the terms of Exhibit B. Subject to completion of the Tenant Improvements, if any, --------- and to Landlord's written consent obligations set forth below in this Section 7, the Premises shall be delivered to Tenant in its then "as-is" condition, and Landlord shall not have any obligation to make or pay for any alterations, additions, improvements or repairs to prepare the Premises for Tenant's occupancy. The foregoing is not intended to diminish Landlord's repair and maintenance obligations pursuant to other provisions of this Lease. Within fifteen (15) days after Substantial Completion of the Tenant Improvements, but prior to performing Tenant moving any alterationof its furniture, addition fixtures 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 equipment into the Premises, upon either party's request Landlord 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 together conduct an inspection 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 and prepare a list of the Term. Tenant shall not be required to remove Punch List Items any items of the alterations, additions or improvements made to Tenant Improvements that are not in conformity with 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 Improvements as required by Section 11.2 covering the terms of this Lease. Landlord shall use its good faith efforts to correct all such items within a reasonable period of time following preparation of such list. In addition, within thirty (30) days following preparation of such list, upon either party's request Landlord and Tenant shall conduct a second inspection of the Premises and prepare a second list with respect to any improvementsitems that were not adequately completed from the first list and any items that were not reasonably discoverable during the first inspection. Landlord shall use its good faith efforts to correct any items listed on the second list within a reasonable period of time following preparation of such list. During the term of this Lease, alterations or additions Landlord shall use its good faith efforts to enforce any warranty claims with respect to the Premises made by construction of the 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 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 this Lease, at Tenant's cost. SS.3.06-1 MECHANIC'S LIENS Tenant shall not permit any mechanic's lien to such alterations, additions or improvements only, Tenant upon the written request of Landlord, shall upon the expiration be filed against any part of the TermProject or against the Tenant's leasehold interest therein by reason of work, remove labor, services or materials supplied or claimed to have been supplied to the Tenant or anyone holding any part of the Project through or under the Tenant, whether prior or subsequent to the Commencement Date. If any such alteration, addition or improvement mechanic's lien shall at its cost any time be filed against any part of the Project and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as required fail to remove same or fail to give adequate security therefor by Section 11.2 covering any improvementsbonding or otherwise within sixty (60) days after Tenant receives notice thereof, alterations or additions to the Premises made by Tenant it shall constitute an Event of Default 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. 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. Tenant shall obtain Landlord's not make or allow to be made any alterations, physical additions or improvements in or to the Leased Premises without first obtaining the written consent prior to performing of Landlord. Tenant shall furnish complete plans and specifications for any proposed alteration, addition or improvement on for review and approval by Landlord. Any alterations, physical additions or improvements to the PremisesLeased 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, except equipment utilized by the Tenant in its provision of banking services, specifically vault or any portion thereof and safe deposits boxes.; provided, however, that Landlord's consent , at its option, may require Tenant to repair any portion of the Leased Premises damaged by the removal of said equipment, and to leave the Leased Premises in a broom-clean condition. This clause shall not apply to moveable equipment, furniture or moveable trade fixtures owned by Tenant, which may 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 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 by Section 11.2 covering have no authority or power, express or implied, to create or cause any improvementsmechanic's or materialmen's lien, alterations charge or additions encumbrance of any kind against the Leased Premises, the Property or any portion thereof and the interest of the Landlord shall not be subject to the Premises liens for improvements made by the Tenant. Tenant under the provisions of this Section 8.1shall promptly cause any such liens that have arisen by reason or any work claimed to have been undertaken by or through Tenant to be released by payment, it being understood and agreed that none of such improvements shall be insured 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, legal fees and court costs).

Tenant Improvements. 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 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 or delayed. In all eventsexcept for those described on Exhibit C. , Tenant shall provide agrees to complete the Required Alterations described on Exhibit C hereto. Landlord a written description of any alterations (other than alterations involving expenditure of less than $10,000). All alterationshereby consents to the Required Alterations, additions and improvements shall also to Optional Alterations, which may 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 Termmade at Tenant's option. Tenant shall not be required have full access to remove any the Premises upon execution of this Lease to commence the Required Alterations, provided that Tenant shall cooperate with Landlord's roofing contract or in installing HVAC related improvements. Any 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 shall at once become the provisions property of Landlord and shall be surrendered to Landlord upon the termination of this Section 8.1Lease; except that Tenant, it being understood at its option, may elect to remove equipment, furniture and agreed that none any personal property installed or supplied by Tenant, so long as Tenant repairs any resulting damage to the Premises. Landlord may not require Tenant to remove any physical additions and/or repair any alterations in order to restore the Premises to the conditions existing at the time Tenant took possession, except for removal of such improvements shall (i) any back up generator installed by Tenant, and (ii) driveway connection with ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, both of which Landlord may require Tenant to remove at Tenant's cost, and restore to prior condition. Any moveable equipment or furniture owned by Tenant may be insured removed by LandlordTenant at the end of the term of this Lease.

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. 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 not make or allow to be made any alterations, physical additions or improvements to the Leased Premises without first obtaining the written consent prior of Landlord, which consent may in the sole and absolute discretion of Landlord be denied. If Landlord is requested to performing make any alterationsuch alterations, physical additions or improvements for Tenant, Tenant shall pay to Landlord, in addition or improvement on or to the Premisescost of such work, a fee equal to fifteen percent (15%) of the cost of such work. 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 required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events, Landlord at its option 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 improvement 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 (all cost of such removal and/or repairs to be borne by Tenant). The foregoing sentence shall not apply to moveable equipment, additions furniture, or improvements requiring Landlord's consentmovable trade fixtures owned by Tenant, to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement which items may be removed by Tenant at the expiration end of the Term. With respect Lease 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 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 work claimed to have been undertaken by or through Tenant to be 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 or claims (including, without limitation, legal fees and costs of court). Alterations, improvements, alterations or and additions in and to the Leased Premises made requested by Tenant under the provisions of this Section 8.1must be made in accordance with complete and accurate plans and specifications and construction documents (including, it being understood without limitation, complete MEP requirements) prepared by Tenant and agreed that none of such improvements shall be insured approved in advance by Landlord.. All work must be performed at Tenant’s expense either by Landlord or by contractors and/or subcontractors approved in advance by Landlord. Tenant shall ensure that all workers are cooperative with Property personnel and comply with all Property rules and regulations. Tenant must deliver to Landlord evidence that Tenant has obtained all necessary governmental permits and approvals for the improvements or alterations prior to starting any work. All construction

Tenant Improvements. Tenant shall obtain Landlord's written consent prior Lessee is not entitled to performing any alteration, addition alterations or improvement on or improvements to the Expansion Premises by Lessor, or any allowance or reimbursement in connection with any work performed by Lessee therein, except that Lessor agrees, at its sole cost and expense, to (a) build an approximately 500 square foot warehouse office in the Expansion Premises in a specific size, location, manner and condition mutually agreed upon by Lessor and Lessee, (b) remove the current warehouse office next to the loading dock doors in the Expansion Premises; provided, however(c) remove the existing racks in the Expansion Premises, that Landlord's consent shall (d) perform the Ramp Removal, (e)complete the technology requirement as described on Exhibit A and (f) cause the Expansion Premises to be professionally cleaned and all portions thereof delivered to Lessee in good repair and operating condition (collectively, the “Tenant Improvements”). In addition to the Tenant Improvements, Lessor agrees to perform the following work, at Lessor’s sole cost and expense, not be required where later than 30 days after the contemplated work Expansion Premises Commencement Date: (i) does not include any alteration of cause heater and air conditioning equipment and systems to be repaired such that the structural components of the Premisessame are in good working order, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars repair dock doors ($250,000.00) to complete. In collectively, 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“Remaining Work”). 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 Within five days after Lessor delivers possession 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 Lessee with the Tenant Improvements completed, and again within five days after Lessor completes the Remaining Work and notifies Lessee of such alterationcompletion, addition or improvement. Tenant Lessor and Lessee shall maintain insurance as required by Section 11.2 covering conduct a joint walk through of the Expansion Premises and identify any improvements, alterations or additions items not completed to the Premises made by Tenant under reasonable satisfaction of Lessee (“Punch List Items”). Lessor shall be responsible for the provisions of this Section 8.1, it being understood correction and agreed that none completion of such improvements Punch List Items at Lessor’s cost, which shall be insured by Landlordperformed within 30 days after each applicable walk through.

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, 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 Tenant Improvements 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 notice to County after Tenant makes Tenant Improvements safe 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 Landlordsecure.

Tenant Improvements. Landlord is providing the Premises (including the Expansion Space) to Tenant 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 PremisesPremises (including the Expansion Space) except as expressly provided herein, the Lease, and including paragraph 8 (Roof Replacement) below. Landlord acknowledges that Tenant intends to construct certain improvements in the Expansion Space (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 Two Hundred Thousand Dollars and no/100 Dollars ($200,000.00) (the “Allowance”). After the Expansion Date, 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 Premises, plans and specifications that have been approved by Landlord in writing (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 approval 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 ii) 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 alterationAllowance as of said date shall be forfeited to Landlord, addition or improvement by and Tenant at shall be solely responsible for the expiration costs of any Tenant Improvements on and after said date. Tenant’s taking possession 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 Expansion Space shall be insured by Landlordconclusive evidence as against Tenant that the Expansion Space and Premises were in satisfactory condition when Tenant took possession.

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 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. The “Tenant Improvements” shall mean the interior walls, partitions, doors, door hardware, wall coverings, wall base, counters, lighting fixtures, electrical and telephone wiring, cabling for computers, electrical outlets, ceilings, floor and window coverings, that portion of the HVAC system located within any portion of the Expansion Premises, that portion of the fire sprinklers system located within any portion of the Leased Premises (including the Expansion Premises), and other items of general applicability that Tenant desires to be installed in the interior of the Expansion Premises. Tenant shall obtain promptly commence and diligently prosecute to full completion Tenant Improvements in accordance with the Drawings (defined below). The parties agree that no demolition work or other Tenant Improvements shall be commenced within the Expansion Premises until such time as Tenant has provided to Landlord copies of the building permits required to be obtained from all applicable governmental authorities. All materials, work, installations, equipment and decorations of any nature whatsoever brought on or installed in the Expansion Premises before the applicable Expansion Commencement Date or during the Expansion Term shall be at Tenant's risk, and neither Landlord nor any party acting on Landlord's written consent prior behalf shall be responsible for any damage thereto or loss or destruction thereof due to performing any alterationreason or cause whatsoever, addition excluding by reason of Landlord's negligence or improvement on willful or criminal misconduct. Notwithstanding anything set forth in this Amendment 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 eventscontrary, Tenant shall provide have the right, in its sole discretion, to Landlord a written description of apply all or 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 portion of the Term. Tenant shall not be required Total Allowance to remove any performing Alterations (as defined in and pursuant to Section 5(e) of the alterations, additions or improvements made Original Lease) 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 LandlordOriginal Office 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 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).

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. Landlord shall provide to Tenant shall obtain Landlord's written consent prior a $48,876.00 improvement allowance ("ALLOWANCE") for renovating Suites 515 and 520 of the Leased Premises ($4.00 per rentable square foot) to performing be paid to Tenant in accordance with the terms of this provision. Upon completion of any alteration, addition improvements or improvement on or alterations to Suites 515 and 520 of the Premises; provided, however, that Landlord's consent shall not be required where Leased Premises and the contemplated work submission to Landlord of (i) does not include any alteration evidence of the structural components of the Premises, payment for such improvements and/or alterations and (ii) if required by Landlord, lien waivers from the contractor, subcontractor or supplier of materials, then Landlord will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In the event Landlord's consent is required, reimburse Tenant for 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 consentamounts, to the extent Landlord conditioned its consent upon removal Refurbishment Allowance proceeds are available. Nothing herein shall be deemed to constitute Landlord's approval of any alterations or improvements to Suite 515 and 520 of the subject alterationLeased Premises, 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 to the Leased Premises shall be subject to the terms and provisions of this Section 8.1the Lease. Additionally, it being understood any Allowance proceeds which are not used by Tenant on or before August 1, 2002, shall be deemed waived by Tenant, and agreed Tenant shall no longer be entitled to such funds. Tenant acknowledges and agrees that none (i) Landlord is only providing Tenant with a $48,876.00 ($4.00 per rentable square foot) Allowance towards the alterations to the Leased Premises and (ii) to the extent the cost of such alterations and/or improvements (including a 5% construction management fee paid to PIC, Inc. and architectural fees) exceeds the amount of the Allowance, then Tenant shall be insured responsible for such overage and shall immediately reimburse Landlord upon written request therefor, for costs incurred by LandlordLandlord over and above $48,876.00.

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 may in the sole and absolute discretion of Landlord be 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 , 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 home by Tenant. This clause shall not apply to moveable equipment, furniture or moveable trade fixtures owned by Tenant, which may be required where removed by Tenant at the contemplated work (i) does not include any alteration end of the structural components Term if Tenant is not then in default and 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, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completethe Property or any portion thereof. 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 promptly cause any such liens that have arisen by reason of any alterations work claimed to have been undertaken by or through Tenant to be released by payment, bonding or otherwise within ten (other than alterations involving expenditure 10) days after Tenant first has notice thereof, and shall indemnify and defend Landlord against liability or loss arising out of less than $10,000any such claim (including, without limitation, legal fees and court costs). All alterations, additions Landlord specifically approves the installation of carpeting 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 painting of walls within the Premises by Tenant shall remain on the Premises without compensation of any kind to Tenant upon expiration of the Term. Tenant at Tenant’s expense, which alterations shall not be required to remove be removed by Tenant upon any termination 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 Lease 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 agrees all improvements or renovations to the Premises (the “Tenant Improvements”) shall be at Tenant’s sole cost and own expense. In connection with the Tenant Improvements, ▇▇▇▇▇▇ agrees as follows: (a) Tenant hereby takes the Premises in a strictly “AS IS” condition, and undertakes to perform all renovations and improvements necessary to make the Premises suitable for Tenant’s use, at Tenant’s sole expense. (b) Tenant may make non-structural improvements to the Premises without the prior written consent of Landlord. Tenant shall obtain Landlord's written consent submit to Landlord such plans and specifications as Landlord may reasonably request prior to performing any alterationthe commencement of work. (c) Tenant may not make structural alterations and changes in the Premises without first obtaining Landlord’s written consent, 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, conditioned delayed or delayedconditioned, after submission to the Landlord all plans, specifications and permits. In ▇▇▇▇▇▇▇▇’s permission may be withheld, and all events, Tenant shall provide to Landlord a written description of any structural alterations or changes are subject the following conditions: (other than 1) All alterations involving expenditure of less than $10,000). All alterations, additions and improvements shall be constructed performed so as not to interfere with the use of the building on the Property. (2) No alterations shall be undertaken until Tenant shall have procured all required permits and authorizations of all municipal departments. (3) All alterations shall be of the character as not to reduce the value of the Premises below its value immediately prior to the commencement of the Tenant Improvements. (4) All alterations and improvements shall be made in a good and workmanlike manner by licensed contractors and in compliance with all applicable lawspermits, regulationsauthorizations, CC&R's, zoning ordinances legal requirements and the terms of this Lease. (5) All aesthetic changes or alterations shall be consistent with the aesthetics of the building codes. Except as provided immediately below, all on the Property. (d) All alterations, additions additions, or improvements shall become the property of the Landlord and improvements constructed in or on shall remain the property of the Landlord as part of the Premises by Tenant shall remain on at the Premises without compensation termination of any kind to Tenant upon expiration of the Termthis Lease, unless otherwise agreed. Tenant shall not be required permit any mechanics’ liens, or similar liens, to remove any of the alterations, additions or improvements made to remain upon the Premises during the Term except only those alterations, additions in connection with work of any character performed or improvements requiring Landlord's consent, claimed to the extent Landlord conditioned its consent upon removal of the subject alteration, addition or improvement by Tenant have been performed at the expiration direction of the Term. With respect Tenant and shall cause any such lien to such alterations, additions be released 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 removed forthwith without 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, 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 ▇▇▇▇▇ ▇▇▇▇▇▇ 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 ▇▇▇▇▇ 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. 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. 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. Tenant shall obtain Landlord's written consent prior to performing any alteration, addition or improvement on or to (a) Landlord represents and warrants that 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 Additional Premises, and all routes of ingress and egress therefrom, as configured on the date hereof, comply with all applicable laws, regulations and ordinances, as in effect on the date hereof (iiincluding, without limitation, the Pennsylvania Fire and Panic Act, 35 P.S. Section 1221 et seq., and the United States Americans with Disabilities Act). Except as provided in the preceding sentence, Tenant has inspected the Demised Premises, is familiar with the condition thereof, and accepts the Additional Premises in "AS IS" condition, without any representation or warranty by Landlord, express or implied. (b) will Landlord shall bear the entire expense of causing the Additional Premises, and all routes of ingress and egress therefrom, as configured on the date hereof, to comply with all applicable laws, regulations and ordinances, as in effect on the date hereof, consistent with the representation in subparagraph (a) of this paragraph 6. Except as provided in the preceding sentence, Tenant acknowledges that Landlord shall have no obligation to perform any improvements to the Demised Premises to prepare the Demised Premises for Tenant's occupancy. (c) Tenant may perform, and Landlord hereby consents to, the work described on Exhibit "B" attached hereto (the "Tenant Improvements") upon the Additional Premises, and may occupy the Additional Premises by its employees and contractors for such purpose and any other purpose consistent with the Lease, without payment of any rent, from the date hereof through the Additional Premises Commencement Date. Tenant shall not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to complete. In make any other alterations or improvements within the event Additional Premises without the prior written consent of Landlord's consent is required, 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. Tenant A. Lessor, at Lessor’s sole expense, agrees to and shall obtain Landlord's written consent build out the Premises in accordance with plans and specifications, a copy of which, signed by each of the parties hereto, is attached as Exhibits “B”. Within seven (7) days of July 2006, Lessee and Lessor shall inspect the Premises to determine if the Premises are in conformance with ▇▇▇▇▇▇’s submitted final plans and specifications. Lessor shall have five (5) days in which to complete or correct any defects or deviations from said plans 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 ▇▇▇▇▇▇’s occupancy of the Premises, . Upon inspection 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 correction of any alterations (other than alterations involving expenditure of less than $10,000)defects or deviations, Lessee shall sign off below for the Tenant Improvements which shall represent conformance with plans and specifications. All alterations, additions and improvements The Commencement Date shall be constructed in a good the day following the Tenant Improvement date mentioned above. It is expressly understood and workmanlike manner agreed 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 parties that Lessor shall not be required to provide or pay for any construction in addition to that set forth in the plans and attached specifications and that all such changes or alterations shall be paid for solely by ▇▇▇▇▇▇. Both Parties acknowledge the following date with initials. TENANT IMPROVEMENT DATE By: Lessee By: Lessor B. In addition to the tenant improvements specified in Subdivision A. above, Lessor shall construct certain tenant improvements at the request of Lessee at a one time cost, including, but not limited to pallet racking and installation; caging; and electrical, lighting, network line and communication line wiring, in accordance with the layout and specifications described in Exhibit a copy of which, signed by both parties hereto, is attached. Lessee shall first approve all proposed purchase and construction plans in writing prior to implementation. Lessee will remove any line items that cause the improvements to exceed the budget but may elect to have those removed items completed at ▇▇▇▇▇▇’s cost and responsibility in the future. Any costs that run over budget on the signed approved plans are the responsibility 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 Lessee. All installation 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 these one-time tenant improvements shall be insured started no later than August 14, 2006, and completed within a reasonable period of time. The improvements shall be signed off in writing by Landlord▇▇▇▇▇▇ attesting that they have been completed in conformance with the approved plans and specifications.. Lessor shall be responsible for obtaining any permits required for the improvements. ▇▇▇▇▇▇ agrees to reimburse Lessor for actual expenses, an amount not to exceed $100,000, processed for payment in full upon receipt of invoice with-in 30 days, after ▇▇▇▇▇▇ has signed off the completion of the improvements. All other provisions of said Agreement shall remain the same. ▇. ▇▇▇▇▇▇▇▇

Tenant Improvements. 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 , at its option, may require Tenant to remove any physical additions and/or repair any alterations in order to restore the leased 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 or furniture owned by Tenant, which may be required where removed by Tenant at the contemplated work (i) does not include any alteration end of the structural components term of this Lease if Tenant is not then in default and if such equipment and furniture are not then subject to any other rights, liens and interests of Landlord and such removal can be accomplished without material change to the Premises, and (ii) will not cost more than Two Hundred Fifty Thousand Dollars ($250,000.00) to completeleased premises. In the event Landlord's consent is required, Upon completion of any such consent shall not be unreasonably withheld, conditioned or delayed. In all eventswork by Tenant, Tenant shall provide Landlord with "as built plans", copies of all construction contracts and proof of payment for all labor and materials. To defray Landlord's costs associated with the approval and oversight of Tenant's Improvements and to confirm that such improvements are in accordance with the terms of this Lease and complies with all applicable codes and ordinances, Tenant shall pay to Landlord a written description construction management fee equal to ten percent (10%) of any alterations (other than alterations involving expenditure the cost of less than $10,000)such improvements. All alterations, additions and improvements Such fee 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 paid one-half 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 commencement of such improvements shall be insured by Landlordand one-half upon completion thereof.

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 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. 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. 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. (a) Tenant hereby agrees and acknowledges that the Expansion Premises are being delivered on an “as-is” basis. Any improvements necessary or otherwise desired by Tenant (the ”Improvements”) shall be the sole responsibility of Tenant, and shall otherwise be subject to the provisions of the Lease (including, without limitation, the requirement to obtain Landlord's written consent ’s approval prior to performing any alterationconstruction or installation of such Improvements). Landlord shall provide Tenant with a tenant improvement allowance equal to $6.00 per rentable square foot in the Premises (the “Improvement Allowance”). Unless otherwise agreed to in writing by Landlord and Tenant, addition or improvement on or all such Improvements constructed with such Improvement Allowance shall be constructed pursuant to plans mutually approved by Landlord and Tenant, in their respective reasonable discretion (the “Plans”). Notwithstanding anything to the contrary. Landlord acknowledges and agrees that the Improvement Allowance may be used for more than one construction event, and for any improvements installed in the Premises (including the Original Premises; provided) or any improvements installed in the premises leased by Tenant located at ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, however▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ (the “4000 International Premises”), until the maximum amount of the Improvement Allowance is fully utilized. (b) The Improvement Allowance shall be paid to Tenant by Landlord following within ten (10) business days following Tenant’s written request therefore, subject to each of the following conditions (to the extent such condition is applicable to the Improvement for which reimbursement is being requested): (1) completion of the applicable Improvements pursuant to the Plans to Landlord’s reasonable satisfaction, (2) Tenant’s delivery to Landlord of a true copy of its Certificate of Occupancy (or similar governmental occupancy permit), and (3) Landlord’s satisfaction that Landlord's consent all bills have been paid to Tenant’s contractors, subcontractors, and professionals, and an Affidavit of Total Release and Bills Paid has been delivered to Landlord from the general contractor, all subcontractors and all suppliers, all subcontractors and all suppliers. Notwithstanding anything to the contrary contained in this Exhibit, Landlord shall not be required where the contemplated work (i) does not include obligated to make any alteration disbursement of the structural components Improvement Allowance during the pendency of any of the following: (A) Landlord has received written notice of any unpaid claims relating to any portion of the Improvements or materials in connection therewith, (B) there is an unbonded lien outstanding against the Building, the Premises, the 4000 International Premises, or the building in which the 4000 International Premises is located, or Tenant’s interest in any of such buildings or premises by reason of work done, or claimed to have been done, or materials supplied or specifically fabricated, claimed to have been supplied or specifically fabricated, to or for Tenant, the Premises or the 4000 International Premises, (C) the conditions to the payment of the Improvement Allowance are not satisfied, or (D) an Event of Default by Tenant exists. The Improvement Allowance must be used (that is, the Improvements must be fully complete and the Improvement Allowance disbursed) within twelve months following the Expansion Commencement Date or shall be deemed forfeited with no further obligation by Landlord with respect thereto, time being of the essence with respect thereto. (iic) will not The entire cost more than Two Hundred Fifty Thousand Dollars for the Improvements ($250,000.00including design of and space planning. preparation of working drawings and the final “as-built” plans, costs of construction labor and materials, electrical usage during construction, additional janitorial services, related taxes and insurance costs, licenses, permits, certifications, surveys and other approvals required by applicable law, and the construction supervision fee referenced below (all of which costs are herein collectively called the “Total Construction Costs”) to completein excess of the Improvement Allowance (hereinafter defined) shall be paid by Tenant. (d) Landlord or its Affiliate or agent shall supervise the construction and/or installation of the Improvements, and act as a liaison between the contractor and Tenant and coordinate the relationship between the Improvements, the Building and the Building’s Systems. In the event consideration for Landlord's consent is required, such consent shall not be unreasonably withheld, conditioned or delayed. In all events’s construction supervision services, Tenant shall provide pay 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 construction supervision fee equal to Tenant upon expiration 3% of the TermTotal Construction Costs. Tenant For purposes herein, the term ”Total Construction Costs” shall not be required to remove any mean the entire cost for the Improvements (including design of and space planning, preparation of working drawings and the alterationsfinal “as-built” plans, additions or improvements made to the Premises costs of construction labor and materials, electrical usage during the Term except only those alterationsconstruction, additions or improvements requiring Landlord's consentadditional janitorial services, to the extent Landlord conditioned its consent upon removal of the subject alterationrelated taxes and insurance costs, addition or improvement by Tenant at the expiration of the Term. With respect to such alterationslicenses, additions or improvements onlypermits, Tenant upon the written request of Landlordcertifications, shall upon the expiration of the Term, remove such alteration, addition or improvement at its cost surveys and restore the Premises to its condition prior to such alteration, addition or improvement. Tenant shall maintain insurance as other approvals 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 Landlordapplicable law).