Common use of Alterations, Additions, and Improvements Clause in Contracts

Alterations, Additions, and Improvements. Except as required by Section 4 hereof, no alterations, additions or improvements shall be made to any part of the Subleased Premises without the prior written consent of Sublessor, which consent shall not be unreasonably withheld, conditioned or delayed and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted alterations, additions or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made in compliance with any applicable terms and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related thereto.

Alterations, Additions, and Improvements. Except as required by Section 4 hereof, no Lessee shall not make any alterations, additions or improvements shall be made on or to any part of the Subleased Premises premises without first obtaining the prior written consent of SublessorLessor, which consent shall not be unreasonably withheld, conditioned or delayed and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted except that Lessee may (without such notice, consent, etc.) make any non-structural alterations, additions or improvements changes to the Subleased Premises (“Sublessee’s Work”) shall be made in compliance with any applicable terms and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant premises reasonably related to the Prime LeaseContemplated Uses, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderingsinstalling and replacing signs, sign elevation drawingsredecorating, mechanical plansmaking improvements that do not effect load-bearing walls, and other plans and specifications) required reconfiguring non-load-bearing walls. Any work performed by statute or ordinance and associated with Sublessee’s Work Lessee shall be paid at Lessee’s expense, and Lesee shall use contractors or mechanics first approved by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior Lessor for any structural or building-system work, such approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required unreasonably withheld. All fixtures and all paneling, partitions, railing and like installations, installed in the premises at any time by Lessee shall, upon installation, become the property of Lessor and shall remain upon and be surrendered with the leased premises unless, as to pay Sublessor any items installed after the date hereof, Lessor, by notice to lessee not later than twenty days prior to the date fixed as the termination of the lease, elects to relinquish Lessor’s rights thereto and to have them removed by Lessee, in which event, the same shall be removed from the premises by Lessee on or Prime Lessor forbefore the expiration of the lease, (1) contractorat Lessee’s expense. Nothing contained in this provision shall prevent Lessee from removing all office furniture and machines, subcontractor, consultantsequipment, and architect parking, (2) trade fixtures customarily used in the use business of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lightsthe Lessee, and HVAC any other property and fixtures which are Acquired Assets (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, defined in the event Sublessee requests consent for any additional alterations or improvements, Sublessee Purchase Agreement). Lessee agrees that all work performed under this article shall be solely responsible for in compliance with all applicable laws, including all applicable laws, regulations, and codes of the city of Norwalk and any costs and expenses related theretoother governmental entity with jurisdiction over the premises.

Alterations, Additions, and Improvements. Except as required by Section 4 hereoffor the Initial Improvements (which shall be constructed pursuant to the Work Letter), no Tenant shall not permit, make or allow to be made any construction, alterations, physical additions or improvements shall be made in or to any part of the Subleased Premises (“Tenant Work”) without obtaining the prior written consent of SublessorLandlord, nor place any signs in the Premises which are visible from outside the Premises, without obtaining the prior written consent of Landlord, which may be withheld in Landlord’s sole discretion. Notwithstanding the foregoing, Landlord will not unreasonably withhold its consent shall to Tenant Work that: (i) is non-structural and does not be unreasonably withheldadversely affect any Building Systems or improvements, conditioned or delayed and (ii) is not visible from the consent exterior of the Prime Lessor to Premises, (iii) does not affect the extent required exterior of the Building or any Common Areas, (iv) does not violate any provision of this Lease, (v) does not violate any Laws, and (vi) will not interfere with the use and occupancy of any other portion of the Project by any other tenant or occupant of the Prime LeaseProject. All permitted alterationsTenant’s plans and specifications and all contractors, additions or improvements to the Subleased Premises subcontractors, vendors, architects arid engineers (collectively, “Sublessee’s WorkOutside Contractors”) shall be made subject to Landlord’s prior written approval. If requested by Landlord, Tenant shall execute a work letter for any such Tenant Work substantially in the form then used by Landlord for construction performed by tenants of the Building. Tenant shall pay Landlord a construction oversight fee in an amount equal to five percent (5%) of the cost and expense of any Tenant Work whether undertaken by Landlord or Tenant; the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Landlord may hire outside consultants to review such documents and information furnished to Landlord, and Tenant shall reimburse Landlord for the cost thereof, including reasonable attorneys’ fees, upon demand. Neither review nor approval by Landlord of any plans or specifications shall constitute a representation or warranty by Landlord that such documents either (i) are complete or suitable for their intended purpose, or (ii) comply with applicable Laws, it being expressly agreed by Tenant that Landlord assumes no responsibility or liability whatsoever to Tenant or any other person or entity for such completeness, suitability or compliance. Tenant shall furnish any documents and information reasonably requested by Landlord, including “as-built” drawings (both in paper and in electronic format acceptable to Landlord) after completion of such Tenant Work. Landlord may impose such conditions on Tenant Work as are reasonably appropriate, including, without limitation, compliance with any applicable terms construction rules adopted by Landlord from time to time, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Work, insurance covering Landlord against liabilities which may arise out of such work, plans and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulationsspecifications, and at permits for such Tenant Work. All Building Standard Tenant Work shall become the property of Landlord upon completion and shall be surrendered to Landlord upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the term Premises under this Lease, unless Landlord shall require removal or restoration of such Tenant Work by Tenant. All Tenant Work that is Above Standard shall be and remain the property of Tenant, and shall be maintained by Tenant in good condition and repair throughout the Term, until the expiration or earlier termination of this Sublease for any reasonLease or Tenant’s right to possession of the Premises under this Lease, at which time such Tenant Work shall remain for become the benefit property of Sublessor Landlord and shall be surrendered to Landlord with the Premises, unless Landlord specifies, at the time of the approval of the installation of such Above Standard Tenant Work, that Landlord will require Tenant to remove same upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease. Any Tenant Work that Tenant is required to remove from the Premises upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease shall be removed at Tenant’s sole expense, and Tenant shall, at the request of SublessorTenant’s expense, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall promptly repair any damage to the Premises, the Building or the Project caused by such removal. Notwithstanding the foregoing, Sublessee Tenant shall not allow any liens to be filed against the Premises or the Project in connection with any Tenant Work or otherwise. if any liens are filed, Tenant shall cause the same to be released within five (5) days after Tenant’s receipt of notice of such lien by bonding or other method acceptable to Landlord. All Outside Contractors shall maintain insurance in amounts and types required to remove and/or restore any Sublessee Improvements by, and in compliance with, Section 20. An XXXXX 25 (as hereinafter defined belowor its equivalent) unless such removal is required by the Prime Lease, improvements which were certificates of insurance in the Subleased Premises as most recent edition available evidencing such coverage shall be provided to Landlord prior to commencement of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectivelyany Tenant Work. All Outside Contractors shall perform all work in a good and workmanlike manner, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any in compliance with all Laws and all Existing Alterations made to the Subleased Premises upon termination of this Sublease applicable Project Rules and shall restore the Subleased Premises to the condition required by the Prime LeaseBuilding construction rules. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s No Tenant Work shall be paid by Sublesseeunreasonably disruptive to other tenants. Any initial improvements (the “Sublessee Improvements”) Prior to final completion of any Tenant Work, Landlord may prepare and submit to Tenant a punch list of items to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultantscompleted, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of Tenant shall diligently complete all such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretopunch list items.

Alterations, Additions, and Improvements. Except as required by Section 4 hereofAfter the Commencement Date, no Tenant shall not permit, make or allow to be made any construction, alterations, physical additions or improvements shall be made in or to any part of the Subleased Premises without obtaining the prior written consent of SublessorLandlord, which shall not be unreasonably withheld (“Tenant Work”), nor place any signs in the Premises which are visible from outside the Premises, without obtaining the prior written consent of Landlord, which may be withheld in Landlord’s sole discretion. Notwithstanding the foregoing, Landlord will not unreasonably withhold its consent to Tenant Work that: (i) is non-structural and does not adversely affect any Building Systems or improvements, (ii) is not visible from the exterior of the Premises, (iii) does not affect the exterior of the Building or any Common Areas, (iv) does not violate any provision of this Lease, (v) does not violate any Laws, and (vi) will not interfere with the use and occupancy of any other portion of the Project by any other tenant or occupant of the Project. Tenant’s plans and specifications and all contractors, subcontractors, vendors, architects and engineers (collectively, “Outside Contractors”) shall be subject to Landlord’s prior written approval, which shall not be unreasonably withheld, conditioned or delayed and delayed. If requested by Landlord, Tenant shall execute a reasonable work letter for any such Tenant Work substantially in the consent form then used by Landlord for construction performed by tenants of the Prime Lessor Building. Tenant shall pay Landlord a construction oversight fee in an amount equal to five percent (5%) of the extent required cost and expense of any Tenant Work whether undertaken by Landlord or Tenant; the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the Prime Leaseterms of the Work Letter and not by the provisions of this Section. All permitted alterations[PLEASE NOTE THAT TENANT DOES NOT PRESENTLY INTEND TO PERFORM ANY INITIAL IMPROVEMENTS TO THE PREMISES, additions BUT IN THE EVENT TENANT CHANGES ITS INTENTIONS AND IN FACT PERFORMS INITIAL IMPROVEMENTS, TENANT WILL NOT PAY A CONSTRUCTION OVERSIGHT FEE IN CONNECTION THEREWITH] Landlord may hire outside consultants to review such documents and information furnished to Landlord, and Tenant shall reimburse Landlord for the reasonable cost thereof, including reasonable attorneys’ fees, upon demand. Neither review nor approval by Landlord of any plans or improvements specifications shall constitute a representation or warranty by Landlord that such documents either (i) are complete or suitable for their intended purpose, or (ii) comply with applicable Laws, it being expressly agreed by Tenant that Landlord assumes no responsibility or liability whatsoever to the Subleased Premises Tenant or any other person or entity for such completeness, suitability or compliance. Tenant shall furnish any documents and information reasonably requested by Landlord, including “as-built” drawings if available (“Sublessee’s both in paper and in electronic format acceptable to Landlord) after completion of such Tenant Work”) shall be made in . Landlord may impose such conditions on Tenant Work as are reasonably appropriate, including without limitation, compliance with any applicable terms construction rules adopted by Landlord from time to time, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Work, insurance covering Landlord against liabilities which may arise out of such work, plans and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulationsspecifications, and at permits for such Tenant Work. All Building Standard Tenant Work shall become the property of Landlord upon completion and shall be surrendered to Landlord upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, unless Landlord, at the time it approves the Tenant Work, shall require removal or restoration of such Tenant Work by Tenant. All Tenant Work that is Above Standard shall be and remain the property of Tenant, and shall be maintained by Tenant in good condition and repair throughout the Term, until the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, at which time such Tenant Work shall become the property of Landlord and shall be surrendered to Landlord with the Premises, unless Landlord specifies, at the time of the approval of the installation of such Above Standard Tenant Work, that Landlord will require Tenant to remove same upon the expiration or earlier termination of the term Lease or Tenant’s right to possession of the Premises under the Lease. Any Tenant Work that Tenant is required to remove from the Premises upon the expiration or earlier termination of this Sublease for any reasonLease or Tenant’s right to possession of the Premises under this Lease shall be removed at Tenant’s sole expense, shall remain for the benefit of Sublessor or and Tenant shall, at the request of SublessorTenant’s expense, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall promptly repair any damage to the Premises or the Building caused by such removal. Notwithstanding the foregoing, Sublessee Tenant shall not allow any liens to be filed against the Premises or the Project in connection with any Tenant Work. If any liens are filed, Tenant shall cause the same to be released within fifteen (15) days after Tenant’s receipt of written notice of the filing of such lien by bonding or other method acceptable to Landlord. All Outside Contractors shall maintain insurance in amounts and types required to remove and/or restore any Sublessee Improvements by, and in compliance with, Section 20. An XXXXX 25 (as hereinafter defined belowor its equivalent) unless such removal is required by the Prime Lease, improvements which were certificates of insurance in the Subleased Premises as most recent edition available evidencing such coverage shall be provided to Landlord prior to commencement of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectivelyany Tenant Work. All Outside Contractors shall perform all work in a good and workmanlike manner, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any in compliance with all Laws and all Existing Alterations made to the Subleased Premises upon termination of this Sublease reasonable applicable Project Rules and shall restore the Subleased Premises to the condition required by the Prime LeaseBuilding construction rules. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s No Tenant Work shall be paid by Sublesseeunreasonably disruptive to other tenants. Any initial improvements (the “Sublessee Improvements”) Prior to final completion of any Tenant Work, Landlord shall prepare and submit to Tenant a punch list of items to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultantscompleted, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of Tenant shall diligently complete all such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretopunch list items.

Alterations, Additions, and Improvements. Except as required by (a) Tenant shall not permit the Leased Premises to be used for any purpose other than that stated in Section 4 2.2 hereof, no or make or allow to be made any alterations, physical additions or improvements shall be made in or to any part of the Subleased Leased Premises, or place signs on or in the Leased Premises which are visible from outside the Leased Premises, without first obtaining the prior written consent of Sublessor, Landlord (which consent shall not may be unreasonably withheld, conditioned or delayed and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted alterations, additions or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made withheld in compliance with any applicable terms and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s Landlord's sole cost, and Sublessee shall repair any damage caused by such removaldiscretion). Notwithstanding the foregoing, Sublessee shall Landlord will not be required unreasonably withhold its consent to remove and/or restore alterations, physical additions or changes to the Leased Premises that do not adversely affect the Building structural, mechanical, electrical, plumbing, heating, ventilating, air conditioning, life safety or other base Building improvements or systems, provided such changes (i) are not visible from the exterior of the Leased Premises or the Building, (ii) do not affect the exterior of the Building, the structure of the Building or any Sublessee Improvements public areas of the Project, (as hereinafter defined belowiii) unless such removal is required by the Prime do not violate any provision of this Lease, improvements which were in (iv) do not violate any Legal Requirements, and (v) will not interfere with the Subleased Premises as use and occupancy of any other portion of the Sublease Commencement Date Project by any other tenant or improvements which were made by Sublessor or Prime Lessor (collectively, occupant of the “Existing Alterations”)Project. If such removal or restoration is required pursuant Landlord consents to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other said alterations, Sublessor shall notify Sublessee at the time improvements, or additions, or placement of Sublessor’s and Prime Lessor’s consent (if required) whether signs, Landlord may impose such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Termconditions with respect thereto as are reasonably appropriate, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, including without limitation, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of architectural renderingssuch work, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance , and associated with Sublessee’s Work shall be paid by Sublesseepermits for such work. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee Tenant's plans and specifications and construction means and methods shall be subject to the reasonable prior approval of Sublessor Landlord's written approval. Tenant shall furnish to Landlord any documents and the approval of the Prime Lessor information requested by Landlord in accordance connection with the terms exercise of its rights hereunder. Landlord may hire outside consultants to review such documents and provisions of the Prime Lease information furnished to Landlord and Sublessee Tenant shall be responsible reimburse Landlord for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniturecost thereof, fixtures and equipmentincluding reasonable attorneys' fees, Sublessee shall not be required to pay Sublessor or Prime Lessor for, within thirty (130) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretodays after demand.

Alterations, Additions, and Improvements. Except as required by Section 4 hereofTenant may, no in its sole discretion and without the prior consent of Landlord, make any alterations, additions or improvements (collectively, “Alterations”) in or to the Premises. All such Alterations shall be made performed by Tenant in a good and workmanlike manner and comply with all Requirements. Tenant’s contractor shall obtain all applicable building and occupancy permits required by law. Tenant agrees to indemnify Landlord and hold it harmless against any part of loss, liability or damage resulting from such work. Notwithstanding anything to the Subleased contrary set forth in this Lease, Landlord will not make any Alterations in or to the Premises without the prior written consent of Sublessor, which consent shall not be unreasonably withheld, conditioned Tenant. All Alterations and systems installed in or delayed and the consent of the Prime Lessor attached to the extent required Premises by the Prime Lease. All permitted alterationsTenant (including, additions or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made in compliance with any applicable terms by way of illustration and provisions of the Prime Leasenot by limitation, all applicable lawspartitions, ordinancespaneling, rules carpeting, window coverings and regulationslight fixtures, but excluding all improvements, fixtures, equipment and at other personal property relating to Gaia Sphere, including without limitation all studio equipment, camera equipment, lighting, sound systems, sound boards, Whisper Wall panels, wiring and cables (the “Gaia Sphere Property”)) shall, upon the expiration or earlier termination of this Lease, belong to and become the property of Landlord without any payment from Landlord and shall be surrendered by Tenant in good order and condition as part of the Premises upon the expiration or sooner termination of the term Term. For the avoidance of this Sublease for any reasondoubt, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee Tenant shall not be required to remove and/or such Alterations and systems or restore the Premises to their original condition, but Tenant may, at its option, remove the Gaia Sphere Property. Tenant shall keep the Premises free from any Sublessee Improvements liens arising out of any work performed, materials furnished, or obligations incurred by Tenant. Tenant’s obligations regarding liens shall be satisfied if during any period that a lien is disputed Tenant provides a bond (as hereinafter defined belowor other similar security) unless such removal is required by in a manner sufficient to release the Prime Lease, improvements which were lien from title to the Property in an amount equal to one and one-half times the Subleased Premises as amount of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectivelyclaim, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar together with costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretointerest.

Alterations, Additions, and Improvements. Except as required by Section 4 Lessee covenants and agrees not to permit the Premises to be used for any purpose other than that stated in Paragraph 9(a) hereof, no alterations, additions or improvements shall make or allow to be made any alterations or physical additions in or to the Premises, or place any part of signs other than exterior building and monument signage as stated in Paragraph 10(g) on the Subleased Premises which are visible from outside the Premises, or place any safes or vaults (whether movable or not) upon or in the Premises, without the prior written consent of Sublessor, which consent Lessor. Lessee shall not allow any liens to be unreasonably withheldfiled against the property and shall promptly release any such liens filed against the property. Except as provided herein, conditioned or delayed any and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted all such alterations, physical additions or improvements made to the Subleased Premises (“Sublessee’s Work”) by Xxxxxx shall at once become the property of Lessor and shall be made in compliance with any applicable terms and provisions surrendered to Lessor upon the termination of this Lease by lapse of time or otherwise; however, this clause shall not apply to movable equipment, fixtures or furniture owned by Lessee, provided no damage is caused by the removal thereof to the foundation, roof or exterior walls of the Prime existing improvements. If not in default at the termination of this Lease, Lessee may remove and retain as Xxxxxx’s property all applicable lawssuch fixtures, ordinancesequipment, rules decoration, furniture or other such items installed by Lessee. Any damage occasioned and regulationscaused by the installation or removal of such fixtures and equipment shall be repaired at Lessee’s expense. Upon written request by Lessor, Lessee shall remove all such furniture and at equipment and data cabling and repair the expiration or termination damage caused by the removal of same. In the term of this Sublease for any reason, event Lessee does not remove such fixtures and equipment and other installed items. Lessor shall remain for have the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, right to remove same and Sublessee shall to repair any damage caused by such removal. Notwithstanding , and Lessee shall be obligated to pay the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless cost of such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretorepair.

Alterations, Additions, and Improvements. Except as required by Section 4 hereof, no Tenant shall not create any openings in the roof or exterior walls or make any alterations, additions or improvements shall be made to any part of the Subleased Demised Premises without the prior written consent of Sublessor, which consent shall not be unreasonably withheld, conditioned or delayed Landlord. Consent for structural and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted non-structural alterations, additions or improvements shall not be unreasonably withheld by Landlord. Landlord hereby agrees that Tenant may alter the office area of the Demised Premises at Tenant's expense in such manner as Tenant shall require ("Tenant Improvements ) Notwithstanding anything to the Subleased Premises (“Sublessee’s Work”) contrary contained herein. Tenant shall not be made in compliance obligated to remove the Tenant Improvements or restore the office area to its previous condition upon termination of this Lease. Tenant may erect or install trade fixtures, shelves, bins, machinery, heating, ventilating and air conditioning equipment, and provided that Tenant complies with any applicable terms and provisions of the Prime Lease, all applicable laws, governmental laws ordinances, rules codes, and regulations, and at . At the expiration or termination of this lease Tenant shall subject to the term restrictions of this Sublease for any reasonSection 7.05 below have the right to remove items installed by Tenant, shall remain for the benefit of Sublessor or shall, provided Tenant is not in default at the request time of Sublessorthe removal and provided further that Tenant shall at the time of removal of the items, be removed by Sublessee, at Sublessee’s sole cost, repair in a good and Sublessee shall repair workmanlike manner any damage caused by such the installation or removal. Notwithstanding Tenant shall pay for all costs incurred or arising out of alterations, additions or improvements in or to the foregoing, Sublessee Demised Premises and shall not permit any mechanics or materialmans lien to be required filed against the Demised Premises or the Property. Upon request by Landlord Tenant shall deliver to remove and/or restore Landlord proof of payment reasonably satisfactory to Landlord of all costs incurred or arising out of any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations additions or improvements, Sublessee shall be solely responsible for any costs and expenses related thereto.

Alterations, Additions, and Improvements. Except as required by Section 4 hereof, no 17.01 Tenant shall not make any structural alterations, structural additions or structural improvements shall be made to any part of the Subleased Premises demised premises, ("Tenant's Changes") without the prior written consent of Sublessor, Landlord which consent shall not be unreasonably withheldwithheld or delayed. Tenant shall be entitled to install, conditioned and remove, if replaced, and replace all interior lighting, heating, ventilating and air conditioning equipment, fixtures, furniture, furnishings and interior partitions and trade fixtures without Landlord's consent. All replacements shall be of substantially the same quality as the improvements replaced. Prior to the commencement of any such alteration, addition, or improvement, which (i) costs over $100,000 (in 2004 dollars) or (ii) affects Building-wide plumbing, electrical or heating, ventilation or air conditioning systems or structural portions of or the exterior of the Building, Tenant shall submit the plans and specifications to the Landlord for approval which shall not be unreasonably withheld or delayed and shall have procured all required governmental authorizations. Any alteration, addition, or improvement shall comply with the consent applicable codes of the Prime Lessor to the extent required by the Prime Leaseall governmental authorities having jurisdiction. All permitted such alterations, additions or improvements to which are built into the Subleased Premises (“Sublessee’s Work”) Building shall be made in compliance with any applicable terms immediately become the property of Landlord and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and shall remain at the expiration or demised premises at the termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removalLease. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (except as hereinafter defined below) unless such removal is required by the Prime Leaseset forth in this paragraph 17.01, improvements which were all counters, screens, railings, movable partitions, lighting fixtures, special cabinet work and similar personal property, electronic screens and equipment and trade fixtures installed in the Subleased Premises as demised premises by or for the account of the Sublease Commencement Date or improvements Tenant, and which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant can be removed without permanent structural damage to the Prime Leasedemised premises, Sublessor and all furniture, furnishings and other articles of personal property owned by Tenant and located in the demised premises now or at any time during the Lease (at its sole costall of which are herein called "Tenant's Property") shall remove any be and all Existing Alterations made to remain the Subleased Premises upon termination property of this Sublease Tenant and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to may be removed and/or restored at or replaced by it during or upon the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this SubleaseLease. During Any partitions or dividers currently owned by Tenant which Tenant elects to remain in space sublet to third parties with the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management consent of such work subtenants, then, at the expiration of this Lease, at the option of Landlord, the partitions or dividers shall become the property of Landlord and Sublessor shall pay such costs to remain at the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretoProperty.

Alterations, Additions, and Improvements. Except as required by Section 4 hereofAfter the Commencement Date, no Tenant shall not permit, make or allow to be made any construction, alterations, physical additions or improvements shall be made in or to any part of the Subleased Premises without obtaining the prior written consent of SublessorLandlord, which consent shall not be unreasonably withheldwithheld (“Tenant Work”), conditioned or delayed and nor place any signs in the Premises which are visible from outside the Premises, without obtaining the prior written consent of Landlord, which may be withheld in Landlord’s sole discretion. For purposes of clarification, Initial Improvements are not considered “Tenant Work” for purposes of this Section 16. Notwithstanding the Prime Lessor foregoing, Landlord will not unreasonably withhold its consent to Tenant Work that: (i) is non-structural and does not adversely affect any Building Systems or improvements, (ii) is not visible from the extent required exterior of the Premises, (iii) does not affect the exterior of the Building or any Common Areas, (iv) does not violate any provision of this Lease, (v) does not violate any Laws, and (vi) will not interfere with the use and occupancy of any other portion of the Project by any other tenant or occupant of the Prime LeaseProject. All permitted alterationsTenant’s plans and specifications and all contractors, additions or improvements to the Subleased Premises subcontractors, vendors, architects and engineers (collectively, “Sublessee’s WorkOutside Contractors”) shall be made subject to Landlord’s prior written approval. If requested by Landlord, Tenant shall execute a work letter for any such Tenant Work substantially in the form then used by Landlord for construction performed by tenants of the Building. Tenant shall pay Landlord a construction oversight fee in an amount equal to five percent (5%) of the cost and expense of any Tenant Work whether undertaken by Landlord or Tenant; the construction oversight or management fee, if any, applicable to construction of the Initial Improvements shall be governed by the terms of the Work Letter and not by the provisions of this Section. Landlord may hire outside consultants to review such documents and information furnished to Landlord, and Tenant shall reimburse Landlord for the cost thereof, including reasonable attorneys’ fees, in an amount not to exceed $2,500.00, within thirty (30) days of demand. Neither review nor approval by Landlord of any plans or specifications shall constitute a representation or warranty by Landlord that such documents either (i) are complete or suitable for their intended purpose, or (ii) comply with applicable Laws, it being expressly agreed by Tenant that Landlord assumes no responsibility or liability whatsoever to Tenant or any other person or entity for such completeness, suitability or compliance. Tenant shall furnish any documents and information reasonably requested by Landlord, including “as-built” drawings (both in paper and in electronic format acceptable to Landlord) after completion of such Tenant Work. Landlord may impose such conditions on Tenant Work as are reasonably appropriate, including without limitation, compliance with any applicable terms construction rules adopted by Landlord from time to time, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such Tenant Work, insurance covering Landlord against liabilities which may arise out of such work, plans and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulationsspecifications, and at permits for such Tenant Work. All Building Standard Tenant Work shall become the property of Landlord upon completion and shall be surrendered to Landlord upon the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, unless Landlord shall require removal or restoration of such Tenant Work by Tenant. All Tenant Work that is Above Standard shall be and remain the property of Tenant, and shall be maintained by Tenant in good condition and repair throughout the Term, until the expiration or earlier termination of this Lease or Tenant’s right to possession of the Premises under this Lease, at which time such Tenant Work shall become the property of Landlord and shall be surrendered to Landlord with the Premises, unless Landlord specifies, at the time of the approval of the installation of such Above Standard Tenant Work, that Landlord will require Tenant to remove same upon the expiration or earlier termination of the term Lease or Tenant’s right to possession of the Premises under the Lease. Any Tenant Work that Tenant is required to remove from the Premises upon the expiration or earlier termination of this Sublease for any reasonLease or Tenant’s right to possession of the Premises under this Lease shall be removed at Tenant’s sole expense, shall remain for the benefit of Sublessor or and Tenant shall, at the request of SublessorTenant’s expense, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall promptly repair any damage to the Premises or the Building caused by such removal. Notwithstanding the foregoing, Sublessee Tenant shall not allow any liens to be filed against the Premises or the Project in connection with any Tenant Work. If any liens are filed, Tenant shall cause the same to be released within five (5) days after Tenant’s receipt of written notice of the filing of such lien by bonding or other method acceptable to Landlord. All Outside Contractors shall maintain insurance in amounts and types required to remove and/or restore any Sublessee Improvements by, and in compliance with, Section 20. An XXXXX 25 (as hereinafter defined belowor its equivalent) unless such removal is required by the Prime Lease, improvements which were certificates of insurance in the Subleased Premises as most recent edition available evidencing such coverage shall be provided to Landlord prior to commencement of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectivelyany Tenant Work. All Outside Contractors shall perform all work in a good and workmanlike manner, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any in compliance with all Laws and all Existing Alterations made to the Subleased Premises upon termination of this Sublease applicable Project Rules and shall restore the Subleased Premises to the condition required by the Prime LeaseBuilding construction rules. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s No Tenant Work shall be paid by Sublesseeunreasonably disruptive to other tenants. Any initial improvements (the “Sublessee Improvements”) Prior to final completion of any Tenant Work, Landlord shall prepare and submit to Tenant a punch list of items to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultantscompleted, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of Tenant shall diligently complete all such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretopunch list items.

Alterations, Additions, and Improvements. Except as required by Section 4 hereof, no alterations, additions Lessee shall not make or improvements shall allow to be made any alterations or physical additions in or to any part of the Subleased Premises without first obtaining the prior written consent of SublessorLessor, which consent shall not be unreasonably withheldwithheld or delayed, conditioned except that Lessee may make alterations or delayed and improvements under $5,000.00 without Lessor consent provided said alterations or improvements (i) do not affect the consent structural integrity or exterior appearance of the Prime Building or its mechanical systems, (ii) do not interfere with construction in progress or other lessees in the Building, and (iii) are not visible from the exterior of the Premises or the Building and there is no uncured default by Lessee in any of the terms and conditions of the Lease. Lessor shall not be liable as a result of any such consent for completeness, design sufficiency, or compliance with any law, ordinance, order, rule, or regulation and Lessee shall indemnify, defend and hold Lessor harmless from all claims, demands, damages, causes of action or litigation, arising out of or resulting from such consent. Any and all alterations, additions or improvements, other than that portion of the initial Tenant improvements which are to be provided by Lessor pursuant to the extent required by the Prime Leaseterms of Exhibit "B" hereto, shall be made at Lessee's sole expense. All permitted such alterations, additions or improvements upon the earlier to occur of (i) the termination date of the Lease or (ii) Lessor"s termination of Lessee"s right of possession of the Premises pursuant to Section 29 of the Lease, shall become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease by lapse of time or otherwise; provided, however this clause shall not apply to removable equipment or furniture owned by Lessee and which can be removed without damage to the Subleased Premises (“Sublessee’s Work”) shall be made Building or the Premises, provided there is no default by Lessee in compliance with any applicable of the terms and provisions conditions of the Prime Lease. Unless Lessee has made prior arrangements with Lessor and Lessor has agreed in writing to permit Lessee to leave such equipment, furniture and supplies prior to such termination, then, in addition to its other remedies at law or in equity, Lessor shall have the right to have such items removed and stored at Lessee"s expense and all applicable laws, ordinances, rules and regulations, and damage to the Premises or Building resulting therefrom repaired at the expiration cost of Lessee or termination the right to elect that such movable equipment, furniture and supplies automatically become the property of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease Lease, and Lessee shall restore the Subleased Premises not have any further right with respect thereto or reimbursement therefor. Lessor shall notify Lessee of its requirement to the condition required by the Prime Lease. For any other remove such alterations, Sublessor shall notify Sublessee at additions, and improvements prior to the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretoLessor"s approval.

Alterations, Additions, and Improvements. Except as required by Section 4 hereofLESSEE has accepted LEASED PREMISES “As Is” in its current condition. LESSEE has requested and has received the prior written approval of LESSOR to make, no entirely at LESSEE’S expense, alterations, additions or improvements in and to the Leased Premises and buildings. Any such alteration, addition or improvement is being and shall continue to be performed in a workmanlike manner, in accordance with all applicable governmental regulations and requirements, and shall not weaken or impair the structural strength or lessen the value of the Leased Premises or buildings. All improvements are being and will continue to be paid for by LESSEE. Improvements to the Leased Premises shall comply with applicable laws, regulations and codes and shall only be made to any part of the Subleased Premises without with the prior written consent approval of Sublessor, which consent LESSOR. All improvements on or in the Leased Premises prior to LESSEE’S occupancy shall not be unreasonably withheld, conditioned remain property of LESSOR. All improvements that are affixed or delayed permanently attached to the Leased Premises including buildings and the consent fixtures installed by LESSEE at any time before or after LESSEE’S occupancy of the Prime Lessor to the extent required by the Prime LeaseLeased Premises shall be LESSOR’S property. All permitted alterations, additions improvements installed by LESSEE on or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made in compliance with any applicable terms and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Leased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s their occupancy and Prime Lessor’s consent (if required) whether such alterations will any that may have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license been erected or installed subsequently excluding buildings and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work fixtures shall be paid by SublesseeLESSEE’S property. Any initial construction or improvements (within the “Sublessee Improvements”) to be made to the Subleased Leased Premises by Sublessee shall be subject to the reasonable will require prior approval of Sublessor from LESSOR through a certification to ensure that any such activity is a compatible use with this Lease and is compliant with the review and approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date State Public Works Board (SPWB). Upon cancellation or earlier termination of this Sublease. During the period of design Lease, LESSEE will remove their property at LESSEE’S sole expense and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required remove any improvements pursuant to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretocondition 4a.

Alterations, Additions, and Improvements. Except as required by (a) Tenant shall not permit the Leased Premises to be used for any purpose other than that stated in Section 4 2.2 hereof, no or make or allow to be made any alterations, physical additions or improvements shall be made in or to any part of the Subleased Leased Premises, or place signs on or in the Leased Premises which are visible from outside the Leased Premises, without first obtaining the prior written consent of Sublessor, Landlord (which consent shall not may be unreasonably withheld, conditioned or delayed and the consent of the Prime Lessor to the extent required by the Prime Lease. All permitted alterations, additions or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made withheld in compliance with any applicable terms and provisions of the Prime Lease, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at SublesseeLandlord’s sole cost, and Sublessee shall repair any damage caused by such removaldiscretion). Notwithstanding the foregoing, Sublessee shall Landlord will not be required unreasonably withhold its consent to remove and/or restore alterations, physical additions or changes to the Leased Premises that do not adversely affect the Building structural, mechanical, electrical, plumbing, heating, ventilating, air conditioning, life safety or other base Building improvements or systems, provided such additions or changes (i) are not visible from the exterior of the Leased Premises or the Building, (ii) do not affect the exterior of the Building, the structure of the Building or any Sublessee Improvements public areas of the Project, (as hereinafter defined belowiii) unless such removal is required by the Prime do not violate any provision of this Lease, improvements which were in (iv) do not violate any Legal Requirements, and (v) will not interfere with the Subleased Premises as use and occupancy of any other portion of the Sublease Commencement Date Project by any other tenant or improvements which were made by Sublessor or Prime Lessor (collectively, occupant of the “Existing Alterations”)Project. If such removal or restoration is required pursuant Landlord consents to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations made to the Subleased Premises upon termination of this Sublease and shall restore the Subleased Premises to the condition required by the Prime Lease. For any other said alterations, Sublessor shall notify Sublessee at the time improvements, or additions, or placement of Sublessor’s and Prime Lessor’s consent (if required) whether signs, Landlord may impose such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Termconditions with respect thereto as are reasonably appropriate, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, including without limitation, requiring Tenant to furnish Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of architectural renderingssuch work, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance , and associated with Sublesseepermits for such work. Tenant’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee plans and specifications and construction means and methods shall be subject to the reasonable prior approval of Sublessor Landlord’s written approval. Tenant shall furnish to Landlord any documents and the approval of the Prime Lessor information requested by Landlord in accordance connection with the terms exercise of its rights hereunder. Landlord may hire outside consultants to review such documents and provisions of the Prime Lease information furnished to Landlord and Sublessee Tenant shall be responsible reimburse Landlord for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniturecost thereof, fixtures and equipmentincluding reasonable attorneys’ fees, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime Lease; provided, however, in the event Sublessee requests consent for any additional alterations or improvements, Sublessee shall be solely responsible for any costs and expenses related theretoupon demand.

Alterations, Additions, and Improvements. Except as required by Lessee covenants and agrees with Lessor not to permit the Premises to be used for any purpose other than that stated in Section 4 hereof, no alterations, additions 5 hereof or improvements shall make or allow to be made any alterations or physical additions in or to any part of the Subleased Premises without first obtaining the prior written consent of SublessorLessor in each such instance. All alterations, structural or non structural, must have Lessor's consent which consent may be withheld in Lessor's sole discretion. Lessee shall not be unreasonably withheld, conditioned responsible for any lien filed against the Premises or delayed and the consent any portion of the Prime Lessor Building for work claimed to the extent required by the Prime Leasehave been done for, or materials claimed to have been furnished to Lessee. All permitted Any and all such alterations, additions physical additions, or improvements to the Subleased Premises (“Sublessee’s Work”) shall be made in compliance with any applicable terms and provisions of the Prime Leaseimprovements, all applicable laws, ordinances, rules and regulations, and at the expiration or termination of the term of this Sublease for any reason, shall remain for the benefit of Sublessor or shall, at the request of Sublessor, be removed by Sublessee, at Sublessee’s sole cost, and Sublessee shall repair any damage caused by such removal. Notwithstanding the foregoing, Sublessee shall not be required to remove and/or restore any Sublessee Improvements (as hereinafter defined below) unless such removal is required by the Prime Lease, improvements which were in the Subleased Premises as of the Sublease Commencement Date or improvements which were made by Sublessor or Prime Lessor (collectively, the “Existing Alterations”). If such removal or restoration is required pursuant to the Prime Lease, Sublessor (at its sole cost) shall remove any and all Existing Alterations when made to the Subleased Premises by Lessee, shall be at Lessee's expense and shall at once become the property of Lessor and shall be surrendered to Lessor upon termination of this Sublease Lease by lapse of time or otherwise unless Lessor requests their removal, in which event Lessee shall remove the same and shall restore the Subleased Premises to the their original condition required by the Prime Lease. For any other alterations, Sublessor shall notify Sublessee at the time of Sublessor’s and Prime Lessor’s consent (if required) whether such alterations will have to be removed and/or restored at the expiration of the Term. In the event that Prime Lessor does not require removal and/or restoration of such alterations at the expiration of the Term, then Sublessor shall also not require removal and/or restoration of such alterations. All permit, license and similar costs and fees (including, without limitation, costs of architectural renderings, sign elevation drawings, mechanical plans, and other plans and specifications) required by statute or ordinance and associated with Sublessee’s Work shall be paid by Sublessee. Any initial improvements (the “Sublessee Improvements”) to be made to the Subleased Premises by Sublessee shall be subject to the reasonable prior approval of Sublessor and the approval of the Prime Lessor in accordance with the terms and provisions of the Prime Lease and Sublessee shall be responsible for the removal of the Sublessee Improvements and the restoration of the Subleased Premises if and to the extent required by the Prime Lessor at the Sublease Expiration Date or earlier termination of this Sublease. During the period of design and construction of the Sublessee Improvements and installation of Sublessee’s furniture, fixtures and equipment, Sublessee shall not be required to pay Sublessor or Prime Lessor for, (1) contractor, subcontractor, consultants, and architect parking, (2) the use of freight elevator, restrooms, loading docks, or security, (3) charges for temporary power, lights, and HVAC (except as otherwise expressly provided for herein), (4) tap in fees to connect to the Building’s utility, security or health safety systems and equipment, or (5) supervisory, administrative or other fees regarding the management of such work and Sublessor shall pay such costs to the extent required by Prime LeaseLessee's expense; provided, however, this clause shall not apply to the movable fixtures, office equipment, and other personal property owned by Lessee. All construction work done by Lessee within the Premises shall be performed in a good and workmanlike manner, in compliance with all governmental requirements, and in such manner as to cause a minimum of interference with other construction in progress and with the transaction of business in the event Sublessee requests consent for area adjacent to the Premises. Lessee agrees to indemnify Lessor and hold Lessor harmless against any additional alterations loss, liability or improvementsdamage resulting from such work, Sublessee shall be solely responsible for and Lessee shall, if requested by Lessor, furnish bond or other security satisfactory to Lessor against any costs and expenses related theretosuch loss, liability or damage.