Common use of Permits Clause in Contracts

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof.

Permits. In order (a) Following the Distribution, notwithstanding Section 2.6, to expedite the permitting processextent the Transfer to the applicable Permit Transferee of any permits, prior including Environmental Permits, that constitute Assets that are allocated to Landlord's approval the Permit Transferee’s Group pursuant to Section 2.3 abovethis Agreement, Tenant may submit have not been completed (such permit, a “Non-Transferred Permit”), the Final Working Drawings Permit Transferor shall, and shall cause the other members of its Group to, use commercially reasonable efforts to (A) assist the appropriate municipal authorities for all Permits Permit Transferee by providing any information necessary to allow Landlord's contractor the Permit Transferee to commence and fully complete apply to the construction applicable Governmental Authority for the Transfer of such Non-Transferred Permit or the issuance of a new permit applicable to the same subject matter of the Tenant ImprovementsNon-Transferred Permit, to the extent that such application was not submitted prior to the Distribution, (B) maintain each existing permit, including any Environmental Permit, related to such Non-Transferred Permit, in full force and effect in all material respects, until such time as the Permit Transferee has otherwise received the Non-Transferred Permit or a new permit applicable to the same subject matter as such Non-Transferred Permit, (C) cooperate in any reasonable and lawful arrangement designed to provide to the Permit Transferee the benefits arising under any Non-Transferred Permit, including accepting such reasonable direction as the Permit Transferee shall request of the Permit Transferor, and (D) enforce at the Permit Transferee’s reasonable request, or allow the Permit Transferee to enforce in a commercially reasonable manner, any rights of the Permit Transferor under such Non-Transferred Permit (to the extent related to the Business of the Permit Transferee). The costs and expenses incurred by the Permit Transferor related to the foregoing clauses (A)-(B) shall be borne solely by the Permit Transferor and the costs and expenses incurred by the Permit Transferor related to the foregoing clauses (C)-(D) shall be borne solely by the Permit Transferee. Following the Distribution, to the extent the issuance of any permits, including Environmental Permits, necessary for the conduct of the Business of a Party’s Group as it is conducted as of the time of the Distribution (after giving effect to the Ancillary Agreements) has not been completed as of the Distribution, each of the Parties shall reasonably cooperate with each other to provide such information and take such actions as reasonably requested by each other to facilitate the issuance of such permit. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth foregoing in this Section 2.45.2(a), Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible a Party’s obligation hereunder is conditioned on the planned recipient of such permit undertaking prompt action to apply for obtaining any building permit for and prosecute the Tenant Improvements and that the obtaining reissuance or a transfer of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofpermit.

Permits. In order Seller and its Affiliates have obtained each Permit of the Asset Selling Entities and the Conveyed Companies necessary for the conduct of the Business as it is currently conducted, except where the failure to expedite possess any such Permit would not, individually or in the permitting processaggregate, prior be reasonably expected to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings be material to the appropriate municipal authorities for Business, the Conveyed Companies and the Purchased Assets, taken as a whole. Each Asset Selling Entity and each Conveyed Company is in compliance with all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvementsterms and requirements of each such Permit, except as would not, individually or in the aggregate, be reasonably expected to be material to the Business, the Conveyed Companies and the Purchased Assets, taken as a whole. Notwithstanding Each of such Permits is valid, in full force and effect and has not been revoked, reversed, stayed, set aside, annulled or suspended and there are no Actions pending or, to the foregoingKnowledge of Seller, Tenant acknowledges threatened relating to the suspension, revocation, non-renewal or modification of any such Permits or which questions or contests the validity of the rights under any such Permit nor is there any reasonable basis for the revocation, cancellation, suspension, adverse modification, non-renewal or declaration of invalidity of any such Permit, other than exceptions to any of the foregoing that Landlord does not waive would not, individually or in the right aggregate, be reasonably expected to approve be material to the Final Working Drawings Business, the Conveyed Companies and the Purchased Assets, taken as a whole. Except as set forth on Schedule 3.6 of the Seller Disclosure Letter, the Material Permits, to the extent contemplated to be transferred to, or retained by electing to submit the Final Working Drawings for permit prior to Landlord's approval(as applicable), Tenant is assuming the risk that Landlord may require changes Purchaser or its Affiliates shall remain in such drawings full force and effect immediately after the same have been submitted for permitsClosing without any material additional cost to Purchaser or its Affiliates or any material additional restriction, condition or filing, and there are no facts or circumstances that are reasonably likely to prevent, or materially increase the cost after Closing of, complying with such Permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases Schedule 3.6 of the permitting process Seller Disclosure Letter sets forth the Seller’s and shall supply Landlord, its Affiliates’ Material Permits as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedulehereof. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof.As used herein,

Permits. In order For the purposes of this Agreement, the "EchoStar Permits" shall mean all permits, approvals, authorizations, certificates, consents, franchises, licenses, concessions and rights ("Permits") issued or authorized by any Governmental Authority (as amended or modified) to, or held by, EchoStar or any of its Subsidiaries (together, the "EchoStar Permit Entities") including (a) all Permits issued by the FCC to expedite any EchoStar Permit Entity ("EchoStar FCC Licenses") and (b) all Permits issued to any EchoStar Permit Entity by a Governmental Authority (other than the permitting processFCC) authorizing such entity to provide broadcasting or other communications services (including the provision of direct-to-home video programming). Set forth on Section 3.20 of the EchoStar Disclosure Schedule is a true and complete list of (a) all EchoStar Permits, prior to Landlord's approval pursuant to (b) all pending applications for Permits that would be EchoStar Permits, if issued or granted and (c) all pending applications by any EchoStar Permit Entity for modification, extension or renewal of EchoStar Permits, except that Section 2.3 above3.20 of the EchoStar Disclosure Schedule need not list such EchoStar Permits, Tenant may submit the Final Working Drawings applications therefor or applications in respect thereof that are immaterial to the appropriate municipal authorities for assets or business of EchoStar and its Subsidiaries taken as a whole. The EchoStar Permits are all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Permits required to be issued to or held by the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord EchoStar Permit Entities in order to allow Landlordsuch entities to conduct their respective businesses as currently conducted and the EchoStar Permits are in full force and effect, at except where the failure to possess any such Permit or the failure of any such Permit to be in full force and effect could not reasonably be expected to have a EchoStar Material Adverse Effect. Without limiting the general provisions of Section 3.9, except as set forth on Section 3.20 of the EchoStar Disclosure Schedule, each of the EchoStar Permit Entities is in compliance with (i) its optionobligations under each of the EchoStar Permits owned, held or possessed by it, and (ii) the rules and regulations of the Governmental Authority issuing such EchoStar Permit, except in each case where the failure to so comply could not reasonably be expected to have a EchoStar Material Adverse Effect. Except as set forth on Section 3.20 of the EchoStar Disclosure Schedule and except for proceedings affecting the satellite industry in general, to take part in all phases EchoStar's knowledge, there is not pending or threatened before the Federal Communications Commission or any successor agency ("FCC") or any other Governmental Authority any proceeding, notice of violation, order of forfeiture or complaint, or investigation against any EchoStar Permit Entity relating to any of the permitting process and shall supply LandlordEchoStar Permits that could reasonably be expected to have a EchoStar Material Adverse Effect. Without limiting the general provisions of Section 3.5, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining 3.5(d) of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 EchoStar Disclosure Schedule lists all of the Leaseconsents or approvals of, Landlord may proceed or registrations or filings by any EchoStar Permit Entity with, any Governmental Authority necessary for EchoStar to establish a Tenant Delay pursuant to Section 4 hereoftransfer the EchoStar Permits by consummating the transactions contemplated hereby.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings Contractor shall obtain (including as assignee or successor in interest to the appropriate municipal authorities Preliminary Work Provider), before required under any Law, including Environmental Law, and maintain in full force and effect and pay for the following Permits (the “Contractor Permits”): (i) all the Permits listed in Exhibit C-1, (ii) all other Permits necessary for Contractor and any Subcontractor to do business in the jurisdiction where the Facility is located and the Work is to be performed, and (iii) all other Permits required to be obtained to perform the Work, including all Permits necessary required to allow Landlord's contractor be obtained in the name of Owner with respect to commence and fully complete the construction Work or the construction, commissioning, start-up, testing, or energization of the Tenant ImprovementsFacility. In connection with the foregoing, Contractor shall promptly following the Effective Date apply to become a licensed contractor in the State of North Carolina. During the pendency of the issuance of such license, Owner shall provide Contractor with such reasonable assistance as Contractor may request to assist Contractor in performing the Work; provided, however, that such assistance shall not include any obligation on Owner to amend the Scope of Work or Contractor’s responsibility therefor, and Owner’s actions with respect to same shall not be deemed to be an Owner Caused Delay. For the avoidance of doubt, Contractor’s delay in or failure to obtain the State of North Carolina contractor license described herein shall not be construed to be a Force Majeure Event. Notwithstanding the foregoing, Tenant acknowledges that Landlord does Contractor shall not waive be required to obtain the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in Owner Permits. Contractor shall promptly provide Owner with copies of all Contractor Permits upon Contractor’s obtaining such drawings after the same have been submitted for permitsContractor Permits. In connection order to assist Contractor in obtaining the Contractor Permits, Owner shall provide Contractor with such reasonable assistance as Contractor may request. Contractor shall conduct the Work in compliance with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process Permits and shall supply Landlord, as soon as possible, with be responsible for the satisfaction of all plan check numbers and dates of submittal and obtain the Permits on or before the date conditions set forth in the Construction Schedule. Notwithstanding anything Permits except to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications extent otherwise indicated on Exhibit C-1 or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofExhibit C-2.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Legal Requirements applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Leasehold Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings (the “Permits”). Tenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits for Landlord’s review and by electing to submit the Final Working Drawings for permit approval prior to Landlord's approval, any such filing. Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications applications, attending hearings with governmental agencies, and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy, provided Landlord approves of such permit applications and such applications or other acts do not impose any liability or other obligations on Landlord. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the prior written consent extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below. If Landlord disapproves of such amendments or revisions, Landlord shall, within five (5) business days after being submitted to Landlord for Landlord’s review, return the same to Tenant with a statement of Landlord’s reasons for disapproval, which or specifying any required corrections. This procedure shall not be unreasonably withheldrepeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, provided that if a proposed change would directly as so amended. Tenant shall be solely responsible for any changes to the Space Plans and the Approved Working Drawings necessary to obtain any Permit or indirectly delay to comply with all applicable Legal Requirements or to achieve the "SUBSTANTIAL COMPLETION" of compatibility, as reasonably determined by Landlord's Work as that term is defined in Article 8 , of the LeaseSpace Plans and Approved Working Drawings with the shell and the core and the mechanical, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofplumbing, life safety and electrical systems of the Building and any third-party warranties.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Laws applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval“Permits”); provided, that Tenant is assuming not required to obtain Permits that would be duplicative of permits obtained by Landlord for the risk that Landlord may require changes in such drawings after the same have been submitted for permitsLandlord’s Work. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby Txxxxx agrees that neither Landlord nor Landlord's Lxxxxxxx’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the prior written consent of extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below, which approval shall not be unreasonably withheld, provided that if conditioned or delayed. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" statement of Landlord's Work ’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that term is defined in Article 8 Tenant, at Tenant’s expense (subject to application of the LeaseConstruction Allowance, to the extent available), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, including, but not limited to, any “path of travel” or other work outside the Premises; provided, however, that Landlord may proceed elect upon written notice to establish a Tenant Delay pursuant Txxxxx, to Section 4 hereofperform any such work in the common area or elsewhere outside the Premises, at Tenant’s expense.

Permits. In order The Remainco Group shall cooperate with the Spinco Group and Remainco shall use its reasonable best efforts to expedite finalize or effectuate the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings transfer of a Permit to the appropriate municipal authorities for all Permits necessary Spinco Group that is designated as a Spinco Asset and that is not already Transferred to allow Landlord's contractor to commence and fully complete the construction a member of the Tenant ImprovementsSpinco Group as of the Distribution Date. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection The Spinco Group shall cooperate with the permitting process, Tenant Remainco Group and shall coordinate with Landlord in order use its reasonable best efforts to allow Landlord, at its option, finalize or effectuate the transfer of a Permit to take part in all phases the Remainco Group that is designated as an Remainco Retained Asset and that is not already Transferred to a member of the permitting process Remainco Group as of the Distribution Date. If any Permit cannot be transferred then until such Permit terminates in accordance with its terms, the Parties shall use their reasonable best efforts to develop and shall supply Landlordimplement arrangements to pass along to the Spinco Group or Remainco Group, as soon applicable, the ability to continue to operate the Spinco Business or the Remainco Retained Business, as possibleapplicable, with all plan check numbers and dates as presently conducted under the terms of submittal and obtain the Permits on or before the date any such Permit. Except as otherwise set forth in the Construction Schedule. Notwithstanding anything Merger Agreement (the provisions of which shall control with respect to the contrary set forth parties’ agreements regarding and the obtainment of Governmental Authorizations and Consents thereunder), each of the Remainco Group and the Spinco Group shall cooperate and use their respective reasonable best efforts to seek and obtain, in this Section 2.4accordance with applicable Legal Requirements, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit necessary Consents or Governmental Authorizations for the Tenant Improvements Transfer of all Permits contemplated to be Transferred pursuant to this Article II to the fullest extent permitted by applicable Legal Requirements, and that the obtaining each of the same Remainco Group and the Spinco Group shall pay fifty percent of any cost required to be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary paid to enable Tenant a third party to obtain any such permitsConsents or Governmental Authorizations unless otherwise agreed upon in writing by the Parties (including RMT Partner), it being understood that any fees to be paid by the Spinco Group shall be borne by the RMT Partner Group after the Effective Time. No changes, modifications or alterations in The Parties acknowledge that this Section 2.7 does not apply to Permits that are Spinco Assets and are already held by the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work Spinco Group as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofdate of this Agreement.

Permits. In order to expedite If any governmental license or permit (other than a certificate of occupancy for the permitting processentire Building shall be required for the proper and lawful conduct of Tenant’s business in the Premises or any part thereof, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow LandlordTenant, at its optionexpense, shall duly procure and thereafter maintain such license or permit and submit the same to take part Landlord for inspection within 30 days after Landlord’s request therefor. Tenant shall at all times comply in all phases material respects with the terms and conditions of each such license or permit. Additionally, should Alterations or Tenant’s use of the permitting process Premises for other than executive, administrative and general offices require any modification or amendment of any certificate of occupancy for the Building, Tenant shall, at its expense, take all commercially reasonable actions necessary to procure any such modification or amendment and shall supply Landlord, reimburse Landlord (as soon as possible, with Additional Rent) for all plan check numbers reasonable out-of-pocket costs and dates expenses Landlord incurs in effecting said modifications or amendments within 30 days after demand therefor accompanied by reasonably satisfactory documentation of submittal such costs and obtain the Permits on or before the date set forth in the Construction Scheduleexpenses. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain connection with Tenant’s obtaining of any such permits. No changesgovernmental license or permit or any application by Tenant for any amendment or modification to the Building’s certificate of occupancy, modifications and shall reasonably promptly execute and deliver any applications, reports or alterations in the Approved Tenant Improvement Plans related documents as may be made without the prior written consent of Landlord, which shall not be unreasonably withheldrequested by Tenant in connection therewith, provided that if Tenant shall reimburse Landlord (as Additional Rent) for the reasonable out-of-pocket costs and expenses incurred by Landlord in connection with such cooperation within 30 days after demand therefor, accompanied by reasonably satisfactory documentation of such costs and expenses, and further provided that Tenant shall indemnify and hold harmless Landlord from and against any claims arising in connection with such cooperation, other than any such claims arising from any incorrect information provided by Landlord in connection therewith or any conditions at or in the Unit which are Landlord’s responsibility hereunder. The foregoing provisions are not intended to be deemed Landlord’s consent to any Alterations or to a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 use of the Lease, Premises not otherwise permitted hereunder nor to require Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofeffect such modifications or amendments of any certificate of occupancy.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Applicable Laws that apply to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval, "Permits"). Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant's Architect, at Tenant's expense (provided that to the prior written consent of extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord's review and approval as a Change Order under Section 5 below; provided, which however, that Landlord shall not be unreasonably withheldpermitted to disapprove changes required to comply with Applicable Laws unless such changes materially adversely affect the exterior of the Building or the Outside Areas or adversely affects the marketability of the Premises. If Landlord disapproves of such amendments or revisions, provided that if Landlord shall return the same to Tenant with a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" statement of Landlord's Work reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that term is defined in Article 8 Tenant, at Tenant's expense (subject to application of the LeaseConstruction Allowance), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, excluding any work required of Landlord to satisfy clause (b) of the Delivery of Possession Requirements; provided, however, (a) that Landlord may proceed elect upon written notice to establish a Tenant Delay pursuant Tenant, to Section 4 hereofperform any such work in the Outside Areas or elsewhere outside the Premises, at Tenant's expense and (b) clause (b) of the Delivery of Possession Requirements shall in no event include any work to the Outside Areas due to Tenant's alterations to the Adjacent Outside Area or any alteration to the interior of the Premises for uses other than general office use.

Permits. In order Remainco shall cooperate with Spinco and Remainco shall use reasonable best efforts to expedite finalize or effectuate the permitting process, prior Transfer of any Permits to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction a member of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges Spinco Group that Landlord does is designated as a Spinco Asset and that is not waive the right already Transferred to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases a member of the permitting process Spinco Group as of the Distribution Date. Spinco shall cooperate with Remainco and shall supply Landlorduse reasonable best efforts to finalize or effectuate the Transfer of any Permits to a member of the Remainco Group that is designated as an Remainco Retained Asset and that is not already Transferred to a member of the Remainco Group as of the Distribution Date. If any Permit cannot be Transferred, then until such Permit terminates in accordance with its terms, the Parties shall use their reasonable best efforts to develop and implement arrangements to give to a member of the Spinco Group or a member of the Remainco Group, as soon applicable, the ability to continue to operate the Spinco Business or the Remainco Retained Business, as possibleapplicable, with all plan check numbers and dates as presently conducted under the terms of submittal and obtain the Permits on or before the date any such Permit. Except as otherwise set forth in the Construction Schedule. Notwithstanding anything Merger Agreement (the provisions of which shall control with respect to the contrary set forth Parties’ agreements regarding and the obtainment of Governmental Approvals and Consents required to consummate the Contemplated Transactions), Remainco and Spinco shall cooperate and use their respective reasonable best efforts to seek and obtain, in accordance with applicable Law, any necessary Governmental Approvals and Consents for the Transfer of all Permits contemplated to be Transferred pursuant to this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Article I to the extent permitted by applicable Law. No member of the Remainco Group and no member of the Spinco Group shall be responsible for obtaining required to compensate any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtherThird Party, Landlord shall, commence or participate in any eventlitigation, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary or offer or grant any accommodation (financial or otherwise) to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof.any

Permits. In order to expedite The Construction Drawings shall be approved by Landlord (the permitting process, “Approved Construction Drawings”) prior to Landlord's approval pursuant to Section 2.3 abovethe commencement of the construction of the Tenant Improvements. On or before July 31, Tenant may 2020 (the “Required Permit Submittal Date”), the Architect shall submit the Final Working Approved Construction Drawings to the City of Mountain View (the “City”) and appropriate municipal authorities for all Permits applicable building and other permits necessary to allow Landlord's contractor Contractor (as that term is defined below) to commence and fully complete the construction of the Tenant ImprovementsImprovements (the “Permits”). Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order be responsible for one day of Tenant Delay for each day following the Permit Submittal Date until the Architect submits the Approved Construction Drawings to allow Landlordthe City; provided, at its optionhowever, to take part in all phases of that the permitting process and Required Permit Submittal Date shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits be extended on or before the date set forth a day for day basis in the Construction Scheduleevent the City is closed due to Covid-19 or is not accepting permit applications due to Covid-19. Notwithstanding anything to the contrary set forth in this Section 2.4contained herein, Tenant hereby agrees that neither Landlord nor may cause the Architect to submit the Construction Drawings to the City prior to Landlord's consultants shall be responsible for obtaining any building permit ’s final review and approval of the Construction Drawings solely for the Tenant Improvements purpose of expediting the Permit process so long as Landlord has previewed and consented, in writing, to the Construction Drawings solely for such purpose; provided, however, that the obtaining Landlord’s preview and consent to concurrent review of the same Construction Drawings for the purposes of expediting the Permit process shall not otherwise limit Landlord’s review and approval rights of final Construction Drawings and such preview and consent shall not be Tenant's responsibility (provided that Contractor shall submit its license number with deemed Landlord’s final approval of the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsConstruction Drawings. No changes, modifications or alterations in the Approved Tenant Improvement Plans Construction Drawings may be made without the prior written consent of LandlordLandlord and Tenant, which consent shall not be unreasonably withheld, conditioned or delayed, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Construction Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 Substantial Completion of the Lease, Landlord may proceed to establish a Premises unless Tenant agrees with Landlord’s determination of an appropriate Tenant Delay pursuant to Section 4 hereofaccommodate such new work. Tenant shall cause Architect to respond to the City’s comments to the Permits, if any, within three (3) business days.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, “Approved Working Drawings”) prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleSchedule 1. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility ’s responsibility; provided however that (provided that Contractor i) Landlord shall submit its license number with be responsible to the plans extent Tenant is unable to obtain such Permits due to Landlord’s failure to perform the Landlord Work in a good and shall also submit proof of liability insurance if required by the City of Livermore)workmanlike manner; further, and (ii) Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" EXHIBIT B CHINA BASIN LANDING “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of this Tenant Work Letter; provided that Landlord shall give Tenant notice of any such anticipated delays and the Lease, Landlord may proceed cost of such change to establish the Approved Working Drawings; and provided further that if Tenant agrees that any resulting delay would constitute a Tenant Delay delay pursuant to Section 4 hereof5 below and if Tenant agrees to pay any additional costs which arise as a result of such changes, modifications or alterations, then Landlord will not withhold its consent to such changes, modifications or alterations, unless a design problem exists.

Permits. In order to expedite the permitting process, prior to Landlord's Following approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete Laws applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the “Permits”). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense, and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 5 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the prior written consent same to Tenant with a statement of Landlord’s reasons for disapproval, which or specifying any required corrections. This procedure shall not be unreasonably withheldrepeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the The Final Working Drawings which have been approved by Landlord prior to the commencement of the construction of the Tenant Improvements shall be defined to be the “Approved Working Drawings”. Tenant shall immediately submit the Approved Working Drawings (or cause the same to be submitted) to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in Schedule 1; provided, however, Tenant may submit preliminary working drawings to the Construction Scheduleappropriate municipal authorities to expedite the receipt of such Permits. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No material changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall consent may not be unreasonably withheld, provided that if conditioned or delayed except to the extent necessary to eliminate a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofDesign Problem.

Permits. In Buyer shall (i) use commercially reasonable efforts to obtain such Permits as are reasonably required in connection with the operation of the Restaurants (including by giving, or causing to be given, any notices to, making any filings with, and using commercially reasonable efforts to obtain any Consents of Governmental Authorities as are reasonably necessary and appropriate to obtain such Permits) and shall diligently pursue such applications and filings to obtain such Permits and (ii) notify Sellers of any assistance it may require from Sellers and Sellers shall use commercially reasonable efforts to assist Buyer in obtaining any such Permits during the 90-day period following Closing; provided that Sellers shall continue to assist Buyer for up to 150 days if required in connection with the assignment or attainment of certain liquor Permits. Sellers shall reasonably cooperate with Buyer and use their commercially reasonable efforts to provide any documents and/or information necessary to assist Buyer in obtaining such Permits and to execute such Consents or other papers as may reasonably be required. To the extent permitted by applicable Law and if requested by Buyer, Sellers shall, consistent with applicable Law, execute a power of attorney authorizing Buyer to operate using such Sellers’ Permits from and after such Closing Date and to execute and file, at Buyer’s sole cost and expense, any documents or instruments (including fictitious name consents, which shall be withdrawn as soon as Buyer obtains its own Permits), required in order to expedite permit Buyer to lawfully operate the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction applicable portion of the Tenant Improvements. Notwithstanding Business then-owned by Buyer under such Sellers’ Permits from and after such Closing Date in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right and with respect to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvalLiquor Licenses, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processconsent of any Governmental Authority required. With respect to Liquor Licenses, Tenant if requested by Buyer, Sellers shall coordinate negotiate in good faith such alcoholic beverage management agreements with Landlord respect to the Restaurants, in order form and substance reasonably acceptable to allow LandlordBuyer and Sellers, at its optionas may be reasonably necessary, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth assist Buyer in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall preparation of Buyer’s application for Liquor Licenses and such other documentation as may be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by a Governmental Authority, for Buyer to operate the City Restaurants under Sellers’ Permits pending Buyer’s receipt of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications new or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereoftransferred Permits.

Permits. In order to expedite All “Permits” (as defined below) in respect of the permitting processMiami Jai-Alai Facility, prior to Landlord's approval pursuant to Section 2.3 abovethe Ft. Xxxxxx Property, Tenant may submit the Final Working Drawings Parking Lot Property and the Contractor- Related Property required by applicable laws for any demolition have been validly issued and are in full force and effect, and all fees therefor have been fully paid. The Borrower has duly applied for all governmental underground and foundation Permits required by applicable laws in respect of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Contractor-Related Property and the Parking Lot Property, if any. Prior to the appropriate municipal authorities for commencement of construction in respect of the Miami Jai-Alai Facility, and at all times as the construction progresses, the Borrower covenants to promptly obtain, as and when they become necessary, all Permits necessary required by applicable laws to allow Landlord's contractor construct, occupy and operate the Miami Jai-Alai Facility. The Borrower covenants not to commence submit any draw requests, and agrees that it shall not have the right to receive any draws, with respect to any work for which certain Permits are required, until such time as the Borrower has procured the same in accordance with applicable laws. The Borrower knows of no groups, organizations or people that are contesting the development, construction and/or use of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or the Contractor-Related Property. Respecting all Permits required in connection with the construction, occupancy and operation of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Contractor-Related Property and the Parking Lot Property, the Borrower further represents, warrants and covenants that (i) all such Permits either are or will be in full force and effect upon their issuance and all fees therefor either have been or will be fully complete paid, and the Borrower has performed and observed and will perform and observe all requirements of such Permits or, if the stage of construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord Project does not waive allow the right issuance of all such Permits, then Borrower shall provide evidence, reasonably satisfactory to approve Administrative Agent that as the Final Working Drawings construction progresses Borrower will promptly obtain and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything deliver to the contrary set forth in this Section 2.4Administrative Agent such Permits as and when they become available (which evidence shall include, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility without limitation, an architect’s certificate (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if as required by the City Disbursement Agreement) or opinion of LivermoreBorrower's counsel reciting the above matters and listing all such Permits and/or necessary easements, together with copies of all Permits, utility letters, and/or grants of easements as the Administrative Agent may require); further, Landlord shall(ii) no event will have occurred which allows or results in, or after notice or lapse of time would allow or result in, revocation, modification, suspension or termination by the issuer thereof or in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain impairment of the rights of the holder of any such permits. No changesPermit, modifications (iii) no such Permits will contain any restrictions, either individually or alterations in the Approved Tenant Improvement Plans aggregate, that will be unreasonably burdensome to the Borrower or the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or the Contractor-Related Property, (iv) the Borrower will have no knowledge that any Governmental Authority (including any Gaming Authority or Liquor Authority) is considering limiting, modifying, suspending, revoking or renewing on unreasonably burdensome terms any such Permit, and (v) the Borrower reasonably believes that each such Permit will be timely renewed and complied with, without undue expense or delay, and that any Permit not required to have been obtained by the date this representation is deemed made that may be made required of such Person is of a type that is routinely granted on application and compliance with the conditions of issuance (such conditions being ministerial or of a type satisfied in the ordinary course of business, without undue expense or delay) and will be timely obtained and complied with, without undue expense or delay. Holdings and the prior written consent Borrower will obtain and maintain all Permits required to operate slot machine gaming at the Miami Jai-Alai Facility. For purposes hereof, “Permits” means all franchises, Gaming Licenses and other licenses, leases, permits, approvals, notifications, certifications, registrations, authorizations, exemptions, variances, qualifications, easements, rights of Landlordway, liens and other rights, privileges and approvals required under all applicable laws, including all Gaming Laws and Liquor Laws, to which shall not be unreasonably withheldthe Borrower, provided that if a proposed change would directly its Affiliates, the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofContractor-Related Property are subject.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the The Final Working Drawings shall be approved by Landlord (the “Approved Working Drawings”) prior to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete commencement of the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings shall be responsible for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes obtaining all applicable building permits in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases construction of the permitting process and Tenant Improvements (“Permits”), provided that to the extent that Landlord shall supply Landlordbe unable to obtain or is delayed in obtaining any Permits due to the proposed design of the Tenant Improvements, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleDrawings, including, without limitation, due to the failure of the Construction Drawings, or the improvements set forth therein, to comply with applicable laws (in any event, a “Tenant Caused Permit Failure”), such delay shall be considered a “Tenant Delay”, as that term is defined in Section 5.2 of this Tenant Work Letter, and Landlord shall have the right to change the design of the Tenant Improvements, in its sole and absolute discretion, such that Landlord will be able to promptly thereafter obtain the Permits. Tenant shall cooperate with all reasonable Landlord requests in connection with Landlord’s obtaining of the Permits and/or matters affecting Landlord’s ability to obtain the Permits. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit a certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitscertificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a this Tenant Delay pursuant to Section 4 hereofWork Letter.

Permits. In order Lessor to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for obtain all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes licenses or permits in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant Tower and Building except that Lessee shall coordinate with Landlord in order to allow Landlordobtain, at its optionown expense, any and all necessary licenses or permits from such governmental authorities as shall have jurisdiction in connection with the (b) the operations, installation, repair, alteration, or replacement of Lessee's equipment (including, without limitation, Lessee's antenna and transmission and/or receiving equipment); or (c) with any of Lessee's 63 activities thereon or contemplated by this Lease. At Lessor's request, Lessee shall furnish Lessor, with copies of same, and shall abide by the terms and provisions of such licenses and permits. If for any reason, any governmental authority should fail to take part in all phases issue, extend, or renew a license or permit to Lessee to begin or continue use of the permitting process Tower for radio broadcast purposes, or should prohibit the use of the Tower for such purposes so that the purpose of this Lease is substantially frustrated, then, and in that event, at Lessee's option this Lease shall supply Landlordterminate. At Lessee's option this Lease shall terminate in its entirety if Lessee is unable to use the Tower due to failure to acquire, as soon as possibleor loss of, with all plan check numbers and dates such license or permit. In the event of submittal and obtain termination of this Lease in its entirety due to such failure to acquire, or loss of, such license or permit, if such failure or loss has occurred through no negligence or willful misconduct on the Permits on or before part of Lessee, then Lessee shall be relieved of any further obligations to make rental payments for any period after the date set forth of termination of this Lease, and (subject to offset or withholding by Lessor to cover any unpaid additional rent or other authorized charges which may be owed through the date of termination) Lessee shall be entitled to a refund of any advance rentals which it has paid out in the Construction Schedule. Notwithstanding anything proportion to the contrary set forth in this Section 2.4period of the Lease through such date of termination. In the event that Lessee's failure to acquire, Tenant hereby agrees that neither Landlord nor Landlord's consultants or loss of, its license or permit is due to any negligence or willful misconduct on the part of Lessee, then Lessee shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining entitled to no refund of the same rental payments previously made, but shall be Tenant's responsibility relieved of any further obligations to make Lease payments or to perform any of its other rental obligations for any period after six (provided that Contractor shall submit its license number with 6) months from the plans and shall also submit proof date of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereoftermination.

Permits. In order to expedite All “Permits” (as defined below) in respect of the permitting processMiami Jai-Alai Facility, prior to Landlord's approval pursuant to Section 2.3 abovethe Ft. Xxxxxx Property, Tenant may submit the Final Working Drawings Parking Lot Property and the Contractor-Related Property required by applicable laws for any demolition have been validly issued and are in full force and effect, and all fees therefor have been fully paid. The Borrower has duly applied for all governmental underground and foundation Permits required by applicable laws in respect of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Contractor-Related Property and the Parking Lot Property, if any. Prior to the appropriate municipal authorities for commencement of construction in respect of the Miami Jai-Alai Facility, and at all times as the construction progresses, the Borrower covenants to promptly obtain, as and when they become necessary, all Permits necessary required by applicable laws to allow Landlord's contractor construct, occupy and operate the Miami Jai-Alai Facility. The Borrower covenants not to commence submit any draw requests, and agrees that it shall not have the right to receive any draws, with respect to any work for which certain Permits are required, until such time as the Borrower has procured the same in accordance with applicable laws. The Borrower knows of no groups, organizations or people that are contesting the development, construction and/or use of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or the Contractor-Related Property. Respecting all Permits required in connection with the construction, occupancy and operation of the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Contractor-Related Property and the Parking Lot Property, the Borrower further represents, warrants and covenants that (i) all such Permits either are or will be in full force and effect upon their issuance and all fees therefor either have been or will be fully complete paid, and the Borrower has performed and observed and will perform and observe all requirements of such Permits or, if the stage of construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord Project does not waive allow the right issuance of all such Permits, then Borrower shall provide evidence, reasonably satisfactory to approve Administrative Agent that as the Final Working Drawings construction progresses Borrower will promptly obtain and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything deliver to the contrary set forth in this Section 2.4Administrative Agent such Permits as and when they become available (which evidence shall include, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility without limitation, an architect’s certificate (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if as required by the City Disbursement Agreement) or opinion of LivermoreBorrower's counsel reciting the above matters and listing all such Permits and/or necessary easements, together with copies of all Permits, utility letters, and/or grants of easements as the Administrative Agent may require); further, Landlord shall(ii) no event will have occurred which allows or results in, or after notice or lapse of time would allow or result in, revocation, modification, suspension or termination by the issuer thereof or in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain impairment of the rights of the holder of any such permits. No changesPermit, modifications (iii) no such Permits will contain any restrictions, either individually or alterations in the Approved Tenant Improvement Plans aggregate, that will be unreasonably burdensome to the Borrower or the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or the Contractor-Related Property, (iv) the Borrower will have no knowledge that any Governmental Authority (including any Gaming Authority or Liquor Authority) is considering limiting, modifying, suspending, revoking or renewing on unreasonably burdensome terms any such Permit, and (v) the Borrower reasonably believes that each such Permit will be timely renewed and complied with, without undue expense or delay, and that any Permit not required to have been obtained by the date this representation is deemed made that may be made required of such Person is of a type that is routinely granted on application and compliance with the conditions of issuance (such conditions being ministerial or of a type satisfied in the ordinary course of business, without undue expense or delay) and will be timely obtained and complied with, without undue expense or delay. Holdings and the prior written consent Borrower will obtain and maintain all Permits required to operate slot machine gaming at the Miami Jai-Alai Facility. For purposes hereof, “Permits” means all franchises, Gaming Licenses and other licenses, leases, permits, approvals, notifications, certifications, registrations, authorizations, exemptions, variances, qualifications, easements, rights of Landlordway, liens and other rights, privileges and approvals required under all applicable laws, including all Gaming Laws and Liquor Laws, to which shall not be unreasonably withheldthe Borrower, provided that if a proposed change would directly its Affiliates, the Miami Jai-Alai Facility, the Ft. Xxxxxx Property, the Parking Lot Property or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofContractor-Related Property are subject.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 aboveAs expeditiously as possible, Tenant may submit shall file any and all applications, plans and speci�cations, and pay for any all fees and obtain all permits, certi�xxxxx and other approvals required by the Final Working Drawings to jurisdiction in which the appropriate municipal Building is located and any other authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes havingjurisdiction in such drawings after the same have been submitted for permits. In connection with the permitting processcommencement and completion of Tenant's Work, Tenant shall coordinate with Landlord and diligently and in order to allow Landlord, at its option, to take part in good faith pursue same so that all phases of the permitting process permits and shall supply Landlord, approvals are issued as soon as possiblepracticable. If minor modi�cations are at any time required by government authorities to any such plans or speci�cations, with then Tenant shall make such modi�cations. Tenant shall permit Landlord to assist Tenant in obtaining all plan check numbers such permits and dates other items. Tenant shall obtain all governmental approvals required for the completion of submittal the Tenant’s Work. Copies of all building permits and obtain the Permits on or before the date set forth approvals are to be forwarded to Landlord. 12, Contractor Insurance. Tenant's contractors and subcontractors shall be required to provide, in the Construction Schedule. Notwithstanding anything addition to the contrary set forth in this Section 2.4, insurance required of Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary pursuant to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 XIII of the Lease, Landlord the following types of insurance: (a) Builder's Risk Insurance. At all times during the period between the commencement of construction of Tenant's Work and the date (the “Opening Date”) on which the Tenant’s Work is completed, Tenant shall maintain, or cause to be maintained, casualty insurance in Builder's Risk Form covering Landlord, Landlord's architects, Landlord's contractor or subcontractors, if applicable, Tenant and Tenant's contractors, as their interest may proceed appear, against loss or damage by �re, vandalism, and malicious mischief and other such risks as are customarily covered by the so—called "broad form extended coverage endorsement" upon all Tenant's Work in place and all materials stored at the site of Tenant's Work, and all materials, equipment, supplies and temporary structures of all kinds incident to establish Tenant's Work and builder's machinery, tools and equipment, all while forming a Tenant Delay pursuant to Section 4 hereof.part of, or on the Premises, or when adjacent thereto, while on drives, sidewalks, streets or alleys, all on a completed value basis for the full insurable value at all times. Said Builder's Risk Insurance shall contain an express waiver of any right of subrogation by the insurer against Landlord, its agents, employees and contractors. (b)

Permits. In (a) Prior to the commencement of any Tenant Change, Tenant shall obtain and furnish to Landlord all Permits and shall obtain, execute, file and furnish to Landlord, copies of all applicable data sheets, filings and other similar documentation required by Legal Requirements or the Construction Rules and Regulations (as hereinafter defined). Tenant's Architect shall prepare any applications and plans required to obtain the Permits. All such applications and plans shall be subject to Landlord's reasonable approval prior to the submission thereof to any governmental agency, provided however, (i) that any such applications and plans shall be approved by Landlord provided they are complete and correct in all material respects and otherwise consistent with the documentation and materials submitted to Landlord, and (ii) as an accommodation to Tenant, Landlord agrees to execute such applications prior to final review in order to expedite the Tenant's permitting process, prior subject, however, to Landlord's approval pursuant right to Section 2.3 above, Tenant may submit the require changes to such applications upon final review. Copies of all Permits (if any) and one set of Final Working Drawings (to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after extent the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants exist) shall be responsible for obtaining any building permit for kept at the Premises at all times during the performance of each Tenant Improvements and that the obtaining of the same Change. Landlord shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, reasonably cooperate with Tenant with respect to obtaining Permits, including executing (in executing permit applications accordance with the provisions of this Section 15.4(a)) and performing other ministerial acts reasonably filing all documentation necessary to enable or required in connection therewith, and Tenant to obtain any such permits. No changes, modifications or alterations in shall reimburse Landlord for the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" reasonable fees and expenses of Landlord's Work Engineer in connection therewith as Additional Rent. Landlord's execution of Permit applications shall not constitute Landlord's representation that term is defined in Article 8 of the Leasesame comply with Legal Requirements or Insurance Requirements or are suitable for the work intended, and Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofshall have no liability therefor.

Permits. In order to expedite the permitting process, prior to Promptly after Landlord's approval pursuant to Section 2.3 above’s approval, Tenant may submit shall cause the Final Working approved Construction Drawings to be submitted to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor the contractors performing such work to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoingTenant-Designed Work and, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in observe all phases of the permitting process process. Tenant shall deliver to Landlord copies of all required permits for the construction of Tenant Work prior to commencing such work. Tenant shall undertake commercially reasonable efforts to obtain the Permits for the Tenant Work from the appropriate municipal authorities and shall supply Landlord, to deliver such Permits to Landlord as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedulereasonably practicable. Notwithstanding anything to the contrary set forth in this Section 2.4Work Letter, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit for the Tenant-Designed Work or any signed-off permits for the completed Tenant-Designed Work, and in any event Tenant Improvements shall be responsible for obtaining a certificate of occupancy (or signed-off building permit) for the Office TI Work and that the obtaining Lab Work upon completion of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans Tenant Work and shall also submit proof of liability insurance if required by provide the City of Livermore)same to Landlord immediately upon receipt thereof; further, provided however that Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit, including any work that needs to be performed in connection with the Landlord Work to obtain such permit. No material changes, modifications or alterations in the Approved Tenant Improvement Plans approved Construction Drawings may be made without the prior written consent of Landlord, which consent shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof.

Permits. In order BCCK’s Affiliates have American Society of Mechanical Engineers (“ASME”) licenses and are ASME licensed code shops. BCCK shall obtain from suppliers that are ASME licensed code shops all Equipment that generally accepted industry practices indicate should be manufactured/fabricated in an ASME licensed code shop. Equipment Supply Agreement #BK17056P 18427996v.8 139990/00005 12. Limitations of Liability and Liquidated Damages IN NO EVENT SHALL A PARTY BE LIABLE TO THE OTHER PARTY FOR LOSS OF PRODUCT, LOSS OF REVENUES, PROFITS OR INCOME, OR FOR INCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES WHETHER SUCH DAMAGES ARE CLAIMED UNDER BREACH OF WARRANTY, BREACH OF CONTRACT, TORT, OR ANY OTHER CAUSE OF ACTION IN LAW OR IN EQUITY, EXCEPT IN THE EVENT OF THE FIRST PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. BCCK shall have no liability under this Agreement for any delay in the supply of the Equipment, it being understood that Linn’s sole remedy for any such delays shall be the recovery of any applicable delay liquidated damages to expedite which Linn may be entitled under the permitting processEngineering and Construction Agreement. Likewise, prior any delay by BCCK to Landlord's approval supply the Equipment shall not cause a change in the Targeted Completion Date under the Engineering and Consulting Agreement, except to the extent of any delay in the Targeted Completion Date actually caused by Excusable Delay or suspension of BCCK’s performance under this Agreement for Linn’s failure to pay pursuant to Section 2.3 above3.2 of this Agreement. NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoingBUT EXCLUDING LIABILITY OF BCCK UNDER SECTION 9.3 OF THIS AGREEMENT AND SECTIONS 11.3 AND 11.6 OF THE ENGINEERING AND CONSTRUCTION AGREEMENT, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvalBCCK’S MAXIMUM AGGREGATE LIABILITY TO LINN ARISING OUT OF OR RELATED TO THIS AGREEMENT AND THE ENGINEERING AND CONSTRUCTION AGREEMENT AND THE EQUIPMENT OR ANY WORK PROVIDED IN CONNECTION WITH THE JOB SITE OR THE PROJECT, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processAND THE PERFORMANCE, Tenant shall coordinate with Landlord in order to allow LandlordNONPERFORMANCE AND/OR DEFECTIVE PERFORMANCE HEREUNDER OR UNDER THE ENGINEERING AND CONSTRUCTION AGREEMENT WITH RESPECT THERETO SHALL NOT EXCEED THE MAXIMUM LIABILITY AMOUNT (AS DEFINED IN THE ENGINEERING AND CONSTRUCTION AGREEMENT), at its optionINCLUDING, to take part in all phases of the permitting process and shall supply LandlordWITHOUT LIMITATION, as soon as possibleLIABILITY FOR WARRANTY OBLIGATIONS, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility AND BREACH OF CONTRACT (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of LivermoreINCLUDING ANY BREACH RESULTING IN TERMINATION); further, Landlord shallLEGAL COSTS AND ATTORNEY’S FEES, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofAND ANY AND ALL OTHER LIABILITIES BASED ON ANY LEGAL OR EQUITABLE THEORY OR BASIS OF RECOVERY.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, “Approved Working Drawings”) prior to Landlord's the commencement of the construction of the Tenant Improvements, which approval pursuant to Section 2.3 aboveshall not be unreasonably withheld, conditioned or delayed. Tenant may shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction SchedulePermits. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a this Tenant Delay pursuant to Section 4 hereofWork Letter.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, “Approved Working Drawings”) prior to Landlord's approval pursuant the commencement of the construction of the Tenant Improvements. Landlord shall cause the Architect to Section 2.3 above, Tenant may submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”); provided, Tenant acknowledges however, that Landlord does not waive to the right extent that the Architect shall be unable to approve obtain or is delayed in obtaining Permits due to the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases design of the permitting process and shall supply Landlord, Tenant Improvements as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleDrawings (a “Tenant Caused Permit Failure”), such delay shall be considered a Tenant Delay subject to the terms set forth in Section 5.2 of this Tenant Work Letter. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its reasonable discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a this Tenant Delay pursuant to Section 4 hereof.Work Letter. EXHIBIT B

Permits. In order By no later than the date specified in the Work Schedule, Landlord shall cause the Engineers to expedite prepare updated versions of the permitting processSpace Plans containing sufficient information to submit to the City of Bothell to apply for and obtain the Permits. Such plans and drawings shall be referred to in this Work Letter Agreement as the "Permit Drawings." By no later than the date specified in the Work Schedule, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may Landlord shall submit the Final Working Drawings to the appropriate municipal authorities governmental entities the Approved Space Plans (including such additional reasonable detail as is customarily required by the applicable governmental entities) and Landlord shall otherwise apply for all Permits applicable building and other permits and approvals (collectively, "Permits") necessary or required for the Contractor to allow Landlord's contractor to commence commence, perform and fully complete the construction of the Tenant ImprovementsImprovements (and to permit Tenant to legally occupy the Premises). Notwithstanding If the foregoinggovernmental entities reviewing the applications for permits and related materials require any revisions to the Permit Drawings, Landlord shall cause such revisions to be made within five (5) business days and delivered to Tenant acknowledges that Landlord does not waive for its approval in accordance with the right to approve same procedures for Tenant's review and approval of the Final Working Drawings and by electing in accordance with Section 1(c) above. Revisions to submit the Final Working Permit Drawings for permit prior made in connection with responding to Landlord's approvalthe request of a governmental agency pursuant to the preceding sentence shall not constitute a Tenant Change, Tenant is assuming notwithstanding any provision of this Work Letter to the risk that Landlord may require changes in such drawings after the same have been submitted for permitscontrary. In connection with addition to its covenants in the permitting processpreceding sentence, Tenant Landlord shall coordinate with Landlord in order use good faith, commercially reasonable and diligent efforts to allow Landlord, at its option, to take part in cause all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits to be fully issued (in "ready to issue" form) on or before the date set forth specified therefor in the Construction Work Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Neither Landlord nor Landlord's consultants any (i) Landlord Party shall be responsible for obtaining have any obligation or liability to Tenant if any Permit (including, without limitation, any building permit for the Tenant Improvements and that the obtaining permit, certificate of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtheroccupancy, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary or equivalent) is not timely issued to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly Landlord has applied for such Permits in accordance with the Work Schedule, (ii) Landlord has exercised good faith, commercially reasonable and diligent efforts to cause the Permits to be issued in accordance with the Work Schedule, and (iii) the delay in the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 issuance of the LeasePermits has not been caused by the negligence or willful misconduct of Landlord or any Landlord Parties. As used herein, "Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofParty" shall mean Landlord and its partners, advisors, lenders and each of their respective officers, managers, directors, employees, contractors, agents, architects, engineers, successors and assigns.

Permits. In order the event that METALLICA, in fulfillment of legal norms or if it considers it necessary for the development of explorations, shall request special permits or rights of access, transit or operation, whether in accordance with environmental legislation, mining or other, and obtaining such permits infers or suspends the exploration works which METALLICA is authorized to expedite conduct by this contract, the permitting process, prior to Landlord's approval said period of the delay in obtaining the permit shall not be taken into account for the purposes of the validity of this contract and during such period all obligations assumed by METALLICA pursuant to Section 2.3 abovethis option contract shall be suspended, Tenant may submit the Final Working Drawings to the appropriate municipal authorities such as for all Permits necessary to allow Landlord's contractor to commence example, payment of option installments, effecting Exploration expenses and fully complete the construction any other obligation assumed by METALLICA, except for payment of the Tenant Improvementsmining patents that are covered by the Mining Property, in respect of which METALLICA remains obliged. Notwithstanding The parties understand and expressly agree that if these suspensions occur, the foregoingterms established in Clause 4, Tenant acknowledges in respect of Exploration Expenses, Terms and Amounts to Invest; Clause 7 about Term to exercise the option to purchase and Clause 10 about Price of the Purchase Offer, shall automatically be extended for an equal period without the need to enter into a complementary deed reflecting the same. If the Property Owner requires the work to be carried out and it interferes or suspends the exploration works authorized to METALLICA, the same rule shall be applied as previously; on the contrary, that Landlord is, if obtaining these permits does not waive interfere or suspend the right to approve exploration works, in any event the Final Working Drawings and obligations assumed by electing to submit METALLICA in this contract shall be suspended, whether the Final Working Drawings for permit prior to Landlord's approval, Tenant process is assuming undertaken by the risk that Landlord may require changes in such drawings after Property Owner or the same have been submitted for permitsBeneficiary. In connection with any event, overlooking the permitting processreason that has caused the interruption of the exploration works, Tenant once the delay has been overcome the obligations imposed by this contract on METALLICA shall coordinate with Landlord be resumed. In any event, and for the purposes of this clause, there shall be an interference or suspension of exploration works if the process of obtaining the permits takes more than 90 days and, as a consequence of it, METALLICA can not develop any type of exploration works. LOS POTRILLOS shall provide reasonable collaboration and assistance as required by METALLICA in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before permits and authorizations that are required to develop the date set forth in the Construction Schedule. Notwithstanding anything exploitation works that are referred to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofcontract.

Permits. In order to expedite As soon as practicable following completion of the permitting processFinal Plans, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may Lessor or the Architect shall submit the Final Working Drawings Plans to all appropriate governmental authorities, pay the appropriate municipal authorities for filing fees, and attempt to obtain all Permits permits and approvals (the "Permits") necessary or appropriate to allow Landlord's contractor to commence and fully complete the construction of the Tenant Lessee Improvements. Notwithstanding If, as part of the foregoingprocedure of obtaining or attempting to obtain Permits, Tenant acknowledges that Landlord does not waive the right to approve any governmental agencies or authorities request changes in the Final Working Drawings and by electing to submit Plans, the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Plans shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary modified to enable Tenant to obtain any incorporate such permits. No changes, modifications changes unless Lessor or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of LandlordLessee do not approve thereof, which approval shall not be unreasonably withheld, provided that if a proposed change would directly . The Architect shall within five (5) days revise the Final plans as required by such governmental agencies or indirectly delay authorities unless such required revisions are reasonably disapproved of by Lessor or Lessee. If such Permits are not obtained within forty-five (45) days following Lessor's or the "SUBSTANTIAL COMPLETION" of LandlordArchitect's Work as that term is defined in Article 8 submission of the Final Plans for such Permits, then Lessor or Lessee shall have the option of terminating this Lease at any time thereafter upon at least ten (10) days' prior written notice thereof to the other. If neither party exercises its option to terminate this Lease, Landlord may proceed then after forty-five (45) days from the expiration of the above forty-five (45) day period, this Lease shall automatically terminate. In the event of such termination, Lessee shall immediately pay all costs and expenses of the Architect relating to establish a Tenant Delay pursuant the preparation and completion of the Schematic Drawings and Final Plans for Permits, together with all fees and costs of submitting the Final Plans for Permits, and each party shall otherwise be released of all further liability arising under this Lease (except for those liabilities accruing prior to Section 4 hereofthe termination). Except as provided above, Lessor and Lessee shall otherwise each bear its own costs to the date of such termination.

Permits. In order All permits required by any governmental agency, shall be obtained by the Developer unless the City is required by the agency to expedite obtain the permitting processpermit. Permits must be obtained prior to commencing with construction. Prior to any street opening, clear and grade, or other work requiring a regulatory permit, the Developer or Developer’s contractor shall obtain approval of the appropriate permit from the City. If the Developer observes that the Agreement or any part thereof is inconsistent and/or at variance with such permit, he/she shall promptly notify the City in writing and any necessary changes shall be made by the Developer and submitted for review and approval. Surety Instrument Prior to construction, the Developer shall furnish to Public Works a Surety Instrument (Construction/Restoration Bond, Security Agreement, Irrevocable letter of Credit or Assignment of Savings) in a form acceptable to the City, and in an amount equal to the approved Bond Quantity Worksheet to complete all work within the public right-of-way, connection to the water, sanitary sewer and/or storm drainage systems and restoration of public right-of-way and easements. Upon acceptance of the extension by Public Works, the Developer shall furnish a Maintenance Surety Instrument (Maintenance Bond, Security Agreement, or Assignment of Savings) in an amount equal to the approved Bond Quantity Worksheet for the portion of the water, sanitary sewer and/or storm drainage extensions accepted and owned by Public Works. Said Maintenance Surety Instrument shall guarantee correction of defects in the extension for a minimum period of two (2) years following acceptance of the utility extensions by Public Works and may be released only upon written notification by the City. The Developer may record a final plat or short plat prior to completion of the utility extensions only if said Developer has furnished a Surety Instrument (Performance Bond, Security Agreement, Irrevocable letter of Credit or Assignment of Savings) approved by the City in an amount equal to the approved Bond Quantity Worksheet to complete the entire utility extensions, both on-site, and in public right-of-way. Procedure for Acceptance Compliance with and completion of all the terms and conditions of this Agreement, the Plans and Specifications prepared hereunder, other City requirements, and payment of any additional fees for Design Review and Construction Inspection Services shall be conditions precedent to Public Works obligation to accept the utility extensions and to Public Works agreement to maintain and operate the public portion of the utility extensions. Building occupancy or final plat approval will be withheld until project acceptance or appropriate surety instrument is provided, as noted above. Public Works will not allow any connection to the utilities systems by any portion of the real property described in this Agreement if there are any fees or costs unpaid to the City under this Agreement, or if there are fees arising under other City requirements which are unpaid. The City shall not be obligated to provide utilities service to the property described in this Agreement if the construction by third parties of facilities to be deeded to Public Works has not been completed and accepted by Public Works, if such third-party facilities are necessary to provide utility service to the property described in this Agreement. Public Works will accept the utility extensions at such time that all work which may, in any way, affect the utility extensions has been completed, any damage to said utility extensions which may exist has been repaired, and Public Works has made final inspection and given its approval to the utility extensions as having been completed in accordance with this Agreement, the Plans and Specifications, and other requirements of the City. Such acceptance by Public Works shall not relieve the Developer of the obligation to correct defects in the labor and/or materials as herein provided and /or the obligations set forth in applicable paragraphs hereof. After acceptance of the utility extensions and the transferring of title to said utility extensions as set forth herein the Developer shall furnish a maintenance bond which shall remain in full force for a minimum period of two (2) years. The maintenance bond shall be in a form acceptable to the City and shall require the Developer and/or the surety company to correct any and all defects which arise in said utility extensions for a minimum period of two (2) years from the date of acceptance or release of a Performance Bond by Public Works. Acceptance of the utility extensions shall be made in writing by Public Works. Prior to such acceptance, executed Bill of Sale documents, in a form complying with PWDDS and the warranties required by this Agreement, shall be executed by the Developer and any additional owners and delivered to Public Works for the publicly owned portion of the utility extensions. Acceptance by Public Works shall cause the public portion of the utility extensions to be subject to the control, use, and operation of Public Works and all regulations and conditions of service and service charges as Public Works determines to be reasonable and proper. Phased Construction The utility extensions may be constructed and accepted in phases as specifically designated on the Plans and Specifications when all requirements have been met. There will be no conditional acceptance or acceptance for use and operation. The accepted portion of the utility extensions must be capable of functioning independently. Time Limitation of Application Applications for which no approval is issued within one year following the date of application shall expire by limitation. Plans and other data submitted for review may thereafter be returned to the applicant or destroyed. The Public Works Director may, prior to Landlord's expiration, extend the time for action by the applicant for a period not exceeding 180 days. An Administrative fee may apply. Applications may be cancelled for inactivity if the applicant fails to respond to Public Works’ written request for revision, actions or additional information within 90 days or the date of request. The Public Works Director may extend the response period beyond 90 days if, within the original 90-day timeframe, the applicant provides and subsequently adheres to an approved written schedule with specific target dates for submitting the full revision, actions or other information needed by Public Works. Time Limitation of Issued Approval The Developer shall work diligently to complete all construction within two years of the date of Issuance of Approval of this agreement or one year of the date of approval pursuant of Construction Drawing Approval, whichever occurs first. The Public Works Director, at their sole discretion, may issue one extension, up to Section 2.3 aboveone-year in duration, Tenant may submit the Final Working Drawings to this Agreement, upon receipt of notice to the appropriate municipal authorities for all Permits necessary Public Works Department, prior to allow Landlord's contractor the expiration of original period. Failure of the Developer to commence and fully work diligently to complete the construction utility extensions shall be grounds to deny an extension. The Developer must then apply for a new extension agreement and be subject to all new codes, engineering standards and requirements. An Administrative fee may apply. It is incumbent upon the Developer to complete all the work in a timely manner. Materials and Equipment Materials and required equipment shall be new and shall be as specified in the Agreement, approved Plans and Specifications, PWDDS, or if not specified, of a quality approved by Public Works. All materials and equipment furnished are warranted by the Developer as new and in accordance with the Agreement and the approved Plans and Specifications, and suitable for the intended purpose. In addition, the Developer shall furnish Public Works with copies of the Tenant Improvementssupplier’s warranty and shall adopt the same as the warranty of the Developer and shall also be liable thereon to the City. Notwithstanding Warranties of the foregoingDeveloper The Bill of Sale to be provided by the Developer to the City shall contain the following warranties with the City as the beneficiary: Developer is the owner of the property, Tenant acknowledges that Landlord the same is free and clear of all encumbrances and developer has good right and authority to transfer title thereto to the City and will defend the title of the City against claims of all third parties claiming to own the same or claiming any interest therein or encumbrance thereon; and The sanitary sewer extension is in proper working condition, order, repair, and is adequate and fit for the intended purpose of use as a sewer system and as an integral part of the sewer system of the Utility. The storm drainage extension is in proper working condition, order, repair, and is adequate and fit for the intended purpose of use as a storm drainage system. The water system extension is in proper working condition, order, repair, and is adequate and fit for the intended purpose of use as a water system and as an integral part of the water supply and distribution system of the Utility. For a period of two (2) years from the date of final acceptance of the utility extensions; the utility extensions, and all parts thereof, shall remain in proper working condition, order, and repair; and the Developer shall repair or replace, at its expense, any work or material which may prove to be defective during the period of the warranty. In addition, the Developer shall obtain warranties and guarantees from its subcontractors and suppliers where such warranties or guarantees are specifically required in this Agreement. When correction of defects occurring within the warranty period are made, the Developer shall further warrant corrected work for a minimum of one (1) year after the acceptance of the corrected work by the City. Correction of Defects During the Warranty Period When defects in the utility extensions are discovered within the warranty period, the Developer shall start work to remedy any such defects within seven (7) days of written notice by Public Works and shall complete such work within a reasonable time. In emergencies where damage may result from delay and/or where loss of service may result, the corrections may be made by Public Works upon discovery, in which case the cost thereof shall be borne by the Developer. In the event the Developer does not waive commence and/or accomplish the right to approve corrections within the Final Working Drawings and time specified, the work may be accomplished by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow LandlordCity, at its option, to take part in all phases and the cost thereof shall be borne by the Developer, by direct billing or attachment of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleMaintenance bond. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants The Developer shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required expenses incurred by the City resulting from defects in the Developer’s work, including actual damages, costs of Livermore); furthermaterials, Landlord shalland labor expended by the City in making repairs, and the cost of engineering, inspecting, supervision by the City, and all overhead. Traffic Control The Developer shall furnish all necessary flagging, barricades, traffic signs and other devices to control traffic during construction operations. All traffic signs barricades, and devices shall conform to Standard Specifications and the State of Washington “Manual on Uniform Traffic Control for Streets and Highways.” The Developer shall be responsible for directing and controlling traffic including all approved temporary re-routing at all times during construction activity. The Developer shall prepare a signing plan showing the necessary construction signing, barricades and detours required for the project and submit it to Public Works for review and approval at least two weeks in advance of commencement of work. While work is in progress, posting of warning signs shall be provided as required for re-routing and regulating traffic. The Developer, at their expense, shall be required to maintain sufficient warning signs and adequate barricades at all open excavation to protect moving vehicles and pedestrians. This shall include not only open excavation, but also recently filled and/or paved areas which have not yet been fully compacted and rolled to return the surface to a state required to withstand normal use. All necessary flaggers, barricades, and detour signs must be furnished by the Developer both during working hours and also when the work is suspended during the construction period. The Developer shall provide such additional barricades and protective devices as will be required to reasonably protect workmen and others, as well as animals, from injury resulting from excavation and other site work during the construction period. No road detours shall be made by the Developer without specific permission of the City as to the location, date and the duration of the detours. All requests for detours must be made in writing at least 24 hours in advance of the proposed date of detour and shall be accompanied by an approved detour plan. Access shall be provided to crossroads and driveways on the same calendar day as excavation was started. All work shall be carried on with due regard for the safety and convenience of the public. Street Cleaning, Dust, Mud, Erosion and Siltation Control The Developer shall be responsible for controlling dust and mud within the project limits, and all streets used by the Developer during the execution of this contract shall be maintained in a clean condition. The Developer shall be prepared to use watering trucks equipped with high-velocity water jets and low-head sprinkling devices, power sweepers, and any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably pieces of equipment necessary to enable Tenant to obtain any such permitsrender the streets free of all mud, debris, and foreign materials. No changes, modifications Any damage caused by dust and/or mud accumulation on the streets or alterations in the Approved Tenant Improvement Plans storm system shall be the sole responsibility of the Developer. Cut slopes or embankment areas shall be restored per the approved plans and specifications shown thereon. The Developer shall provide adequate best management practices (BMPs) as required to control erosion and siltation. Watering trucks may be made without the prior written consent of Landlord, which used on paved streets with an adequate storm drainage system. Watering trucks shall not be unreasonably withheldused on streets where, provided that if a proposed change would directly or indirectly delay in the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 opinion of the LeaseEngineer, Landlord may proceed mud is created, causing a nuisance. Where water flushing is not allowed, street sweepers (not power brooms) shall be used. The Developer shall provide for sweeping or flushing all surfaced roadways upon completion of each day's activities. Equipment required for this operation shall be on the job site or available at all times. Failure to establish have this equipment on the job site or available will necessitate a Tenant Delay pursuant Stop Work Order for the project. Rates and Charges The Developer described in this Agreement shall be subject to Section 4 hereofall rates and charges established by the City. Interest on connection charges shall be added as provided for in RCW 35.92.025.

Permits. In order A. Prior to expedite the permitting processcommencement of any Tenant Change, Tenant shall, at its sole cost and expense, obtain and furnish to Landlord all required licenses and permits and shall obtain, execute, and furnish to Landlord, copies of all applicable data sheets, filings and other similar documentation required by Legal Requirements and/or Insurance Requirements or the Construction Rules and Regulations (collectively, “Permits”). Tenant’s Architect shall prepare any applications and plans required to obtain the Permits but any filings therefor shall be done by Landlord’s Consultant in accordance with the terms hereof. All such applications and plans shall be subject to Landlord’s reasonable approval prior to Landlord's approval pursuant the submission thereof to Section 2.3 above, Tenant may submit the any 163 Governmental Authority. Copies of all Permits (if any) and one set of Final Working Drawings (to the appropriate municipal authorities extent the same exist) shall be kept at the Demised Premises at all times during the performance of each Tenant Change. Landlord shall reasonably cooperate with Tenant with respect to obtaining Permits (including Tenant’s TCO), including executing (in accordance with the provisions of this Section 13.04A) and filing all documentation necessary or required in connection therewith, and Tenant shall reimburse Landlord for all Permits necessary the reasonable out-of-pocket fees and expenses incurred by Landlord (including those of Landlord’s Consultant) in connection therewith as Additional Rent within thirty (30) days after demand. Landlord’s execution of Permit applications shall not constitute Landlord’s representation that the same comply with Legal Requirements and/or Insurance Requirements or are suitable for the work intended nor shall it be deemed to allow Landlord's contractor to commence and fully complete the construction be a waiver by Landlord of the compliance by Tenant Improvementsof any provision of this Lease, and Landlord shall not have liability to Tenant therefor. Notwithstanding the foregoing, in no event shall Tenant acknowledges that be permitted to commence any Material Tenant Change until Landlord does not waive the right has approved or is deemed to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything any required plans therefor pursuant to the contrary set forth in provisions of this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof13.

Permits. In order (a) Prior to expedite the permitting processcommencement of any Tenant Change, including Tenant’s Work, Tenant, at its expense, shall obtain and furnish to Landlord all governmental permits, consents, authorizations and licenses (“Permits”) required by Legal Requirements or the Construction Rules and Regulations or appropriate in connection with such Tenant Change, certified by Tenant or Tenant’s Architect. Tenant’s Architect, at Tenant’s expense, shall prepare any applications and plans required to obtain the Permits. All such applications and plans shall be subject to Landlord’s reasonable review and approval prior to the submission thereof to any governmental agency. Landlord shall notify Tenant in writing of its approval or rejection of such applications and plans no later than ten (10) Business Days after receipt of a request for approval of the same from Tenant. If Landlord does not respond within such 10- Business Day period, then, provided Tenant gives Landlord a second notice enclosing Tenant’s original request and stating in bold capital letters: “IF LANDLORD FAILS TO RESPOND TO THIS REQUEST FOR APPROVAL TO THE ENCLOSED [APPLICATION] [PLANS AND SPECIFICATIONS] WITHIN FIVE (5) DAYS AFTER RECEIPT OF THIS NOTICE, THEN, SUBJECT TO THE OTHER PROVISIONS OF THE LEASE, LANDLORD’S APPROVAL TO SUCH [APPLICATION] [PLANS AND SPECIFICATIONS] SHALL BE DEEMED GRANTED IN ACCORDANCE WITH SECTION 15.04 OF THE LEASE”, and Landlord fails to respond to such notice within five (5) days after receipt thereof by Landlord's , then Landlord’s consent to such application or plans, as the case may be, shall be deemed given as Tenant’s sole and exclusive remedy for Landlord’s failure to respond to Tenant’s request for Landlord’s approval pursuant to Section 2.3 abovesuch application or plans. If Landlord does not approve Tenant’s applications or plans, Landlord’s notice shall provide the basis for such rejection. Upon Tenant’s re-submission to Landlord, Landlord shall notify Tenant may submit the in writing of its approval within five (5) Business Days after receipt of such re-submission from Tenant. All Permits and one set of Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for kept at the Premises at all times during the performance of such Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofChange.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Laws applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval“Permits”); provided, that Tenant is assuming not required to obtain Permits that would be duplicative of permits obtained by Landlord for the risk that Landlord may require changes in such drawings after the same have been submitted for permitsLandlord’s Work. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the prior written consent of extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below, which approval shall not be unreasonably withheld, provided that if conditioned or delayed. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" statement of Landlord's Work ’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that term is defined in Article 8 Tenant, at Tenant’s expense (subject to application of the LeaseConstruction Allowance, to the extent available), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, including, but not limited to, any “path of travel” or other work outside the Premises; provided, however, that Landlord may proceed elect upon written notice to establish a Tenant Delay pursuant Tenant, to Section 4 hereofperform any such work in the common area or elsewhere outside the Premises, at Tenant’s expense.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, "Approved Working Drawings") prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor "Contractor," as that term is defined in Section 4.1 of this Tenant Work Letter, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits"), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleSchedule 2. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in ("Tenant Change")in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord. Landlord shall within three (3) business days after receipt of request therefor, which shall not be unreasonably withheldeither (i) approve the Tenant Change, provided that if a proposed change would directly or indirectly delay (ii) disapprove the "SUBSTANTIAL COMPLETION" of Tenant Change and deliver notice to Tenant specifying in detail the reasons for Landlord's Work as disapproval; provided, however, that term is defined in Article 8 Landlord may only disapprove of the Lease, Landlord may proceed to establish a change if the Tenant Delay pursuant to Section 4 hereofChange would result in (i) an adverse effect upon the structural integrity EXHIBIT B -4- 67 of the Building; (ii) non-compliance with any applicable law or regulation; (iii) an adverse effect on the systems and equipment of the Building; or (iv) an adverse effect on the exterior appearance of the Building. .

Permits. In This Lease is expressly conditioned upon Tenant, at Tenant's sole cost and expense, obtaining the necessary approval from the applicable Governmental Authority ("BUILDING DEPARTMENT") in order for Tenant to commence Tenant's Work in the Premises ("BUILDING PERMIT APPROVAL") in accordance with Tenant's Plans as approved by Landlord as well as a grease interceptor variance ("GREASE INTERCEPTOR VARIANCE"). Tenant shall diligently pursue all steps necessary to obtain the Building Permit Approval and the Grease Interceptor Variance in a timely manner using commercially reasonable efforts, including, without limitation, the following: (i) Tenant shall submit Tenant's Plans to the Building Department within five (5) business days after Landlord approves Tenant's Plans and shall apply for the Grease Interceptor Variance on or before December 22, 2007; (ii) Tenant shall pay all fees required by the Building Department (or any other Governmental Authority) in order to expedite obtain the permitting processBuilding Permit Approval and/or Grease Interceptor Variance; and (iii) Tenant shall promptly submit additional information or documents as required by the Building Department or such other Governmental Authority. In no event shall Tenant be required to install a grease interceptor in order to comply with this Section 3.7 (it being understood that Tenant intends to obtain a Grease Interceptor Variance). In the event the Building Permit Approval and/or Grease Interceptor Variance has not been obtained within sixty (60) days following Tenant's application therefor due to delays beyond the commercially reasonable control of the Tenant, Landlord or Tenant may terminate this Lease upon ten (10) days prior written notice to the other party (unless Landlord exercises its right to obtain the Building Permit Approval and/or Grease Interceptor Variance as provided hereinbelow); provided, however, in the event more than 60-days is necessary to obtain the Building Permit Approval and/or Grease Interceptor Variance and further provided that Tenant has diligently pursued the issuance thereof, the 60-day period shall be extended by Landlord upon request from Tenant for a period not to exceed 30 additional days. During the initial 60-day period and any extension thereof (as provided herein), upon Landlord's approval pursuant to Section 2.3 aboverequest therefor, Tenant may submit shall provide Landlord with a written status report summarizing all action taken by Tenant to obtain the Final Working Drawings Building Permit Approval and/or Grease Interceptor Variance and the status of such issuance. Landlord agrees to use reasonable efforts to assist Tenant in the appropriate municipal authorities application for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant ImprovementsBuilding Permit Approval and/or Grease Interceptor Variance, provided, however, in no event shall Landlord incur any liability or expense in connection with such efforts. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive shall have the right to approve terminate the Final Working Drawings Lease upon written notice to Tenant if at any time during such 60-day period and by electing any extension thereof, Landlord, in its commercially reasonable business judgment, determines that it is unlikely that the Tenant will be successful in obtaining the Building Permit Approval and/or Grease Interceptor Variance or that Tenant is not diligently and in good faith pursuing all necessary steps to submit obtain the Final Working Drawings for permit prior Building Permit Approval and/or Grease Interceptor Variance in a timely manner as set forth hereinabove. In the event Tenant fails to obtain the Building Permit Approval and/or Grease Interceptor Variance as provided herein, Landlord shall have the right (at Landlord's approvaldiscretion) upon notice to Tenant to pursue obtaining same on Tenant's behalf (and at Tenant's cost) in which case the right to terminate provided for hereinabove shall not apply unless Landlord is not able to obtain the Building Permit Approval or Grease Interceptor Variance, Tenant is assuming as the risk that case may be, within sixty (60) days following such notice to Tenant. Upon termination of this Lease as provided herein, this Lease shall terminate and be of no further force or effect and, except as expressly provided in this Lease, both Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, and Tenant shall coordinate with Landlord be entirely freed and relieved of all liability under any and all covenants and obligations contained in order to allow Landlord, at its option, to take part in all phases or derived from this Lease and any other agreements related thereto unless the termination of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates Lease is the result of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility failure to comply with this SECTION 3.7 OR ANY OTHER PROVISION OF THIS LEASE (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtherINCLUDING, Landlord shallWITHOUT LIMITATION, TENANT'S OBLIGATIONS IN EXHIBIT C FOR THE SUBMITTAL OF TENANT'S PLANS) in any event, cooperate with which case Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly released from liability hereunder and Landlord shall have the right to pursue all actions and remedies available at law or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofequity for such default.

Permits. AND In order to expedite the permitting process, prior to Landlord's approval event the BUYER does not terminate this Agreement APPROVALS during the Inspection Period pursuant to Section 2.3 aboveParagraph 24 the BUYER shall, Tenant at the BUYER's sole cost and expense, during or promptly after the end of the Inspection Period prepare plans and applications as necessary for such zoning permits, variances, wetlands orders, Army Corps permits, sewer and water connection permits, NPDES permits, MEPA review or other governmental or quasigovernmental permits, licenses, orders and approvals as the BUYER may reasonably determine are usual, customary or necessary to construct the Proposed Project. The BUYER shall use good faith diligent efforts to submit the Final Working Drawings to the Chelmsford Planning Board or other appropriate municipal authorities permit granting authority an application for all Permits necessary to allow Landlord's contractor to commence and fully complete a Special Permit or Site Plan Review or such other relief as the construction of the Tenant Improvements. Notwithstanding the foregoingBUYER shall reasonably deem appropriate on or before February 15, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits1997. In connection with the permitting processevent that after employing reasonable efforts, Tenant shall coordinate with Landlord the BUYER is unable to obtain all such permits, licenses, orders and approvals including without limitation utility services, but in order to allow Landlordany event not including a building permit, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth six months after the end of the Inspection Period and all appeal periods related thereto have not expired within such time, then the BUYER shall have the right either to (i) terminate this Agreement by a notice given within seven days after the end of the period of six (6) months after the end of the Inspection Period in which event all deposits made hereunder together with any interest accrued thereon shall be refunded to the BUYER and the parties shall have no further obligations to each other under this Agreement or (ii) upon one, two or three further notices to the SELLER each given prior to expiration of the applicable extension period, and provided that the BUYER is diligently seeking such approvals, extend the time for obtaining such approvals and expiration of any such appeals period(s) for up to three (3) three extension periods of thirty (30) days each, or (iii) proceed to close the purchase herein contemplated. In the event BUYER shall elect to extend the time for obtaining such approvals and/or running of the appeals period then Buyer's right to terminate this Agreement for failure to obtain such permits or approvals final beyond appeal shall be likewise extended, provided, however, for each thirty (30) day extension exercised by BUYER under this paragraph the amount of the deposit which SELLER is obligated to return to BUYER in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlordevent of BUYER's consultants termination shall be responsible for obtaining any building permit for reduced by $20,000, with all interest on the Tenant Improvements deposit that is non-refundable accruing to SELLER. FOR EXAMPLE: If BUYER shall exercise two thirty (30) day extensions under this paragraph and that then during the obtaining second extension terminate this Agreement on account of a failure to obtain permits final beyond appeal then the amount of the same shall deposit to which BUYER would be Tenant's responsibility entitled to have returned to BUYER would be (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore$60,000.00 less (2 x $20,000 = $40,000); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof) $20,000.

Permits. Section 3.11 of the Disclosure Schedules lists all of Seller’s permits, licenses, franchises, approvals, authorizations, registrations, certificates, variances and similar rights obtained from governmental authorities (the "Governmental Permits"). The Governmental Permits are valid and in full force and effect and all fees and charges with respect to such Governmental Permits as of the date hereof have been paid in full, except for such failure of timely payments that would not have a Material Adverse Effect on the operations of the Purchased Assets. With respect to the winery licenses and permits, the Seller represents that it currently holds a valid winery license, a TTB winery permit, and other State licenses in those states listed in Section 3.11 of the Disclosure Schedule. In order addition, to expedite Seller’s Knowledge, since the permitting processdate its OLCC Winery license was last reissued, prior Seller has made no alterations to Landlord's the premises of its operations that would impair the validity of its OLCC Winery license and Seller is materially compliant with all the United States Federal and State rules and regulations regarding all of its winery licenses and permits. To Seller’s Knowledge, no event has occurred that, with or without notice or lapse of time or both, would reasonably be expected to result in the revocation, suspension, lapse or limitation of any Governmental Permit. Buyer acknowledges that most, if not all, of its Governmental Permits cannot be assigned or transferred without the approval or consent of applicable governmental authorities (the “Nontransferable Permits”). Seller will, to the extent legally allowed, facilitate at Buyer’s expense Buyer’s ability to take actions that Seller would be entitled to take and derive the benefit therefrom, pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to terms of any Nontransferable Permit until the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction earlier of the Tenant Improvements. Notwithstanding date the foregoing, Tenant acknowledges that Landlord does not waive the right Nontransferable Permit has been legally transferred to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at Buyer or Buyer has obtained its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building own permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofactivity.

Permits. In order The Final Working Drawings as approved by Landlord shall be referred to expedite herein as the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, “Approved Working Drawings”. Tenant may shall submit the Final such Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 3.1 of this Tenant Work Letter, to commence and fully complete the construction of the applicable Tenant Improvements. Notwithstanding Improvements (including, without limitation, any certificate of occupancy or its jurisdictional equivalent, the foregoing“Permits”), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its optionoption and as a Tenant Improvement Allowance Item, to take part in all phases of the permitting process and shall supply Landlord, as soon as reasonably possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedulewithin a reasonable time. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit for the Tenant Improvements Permit and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant (as a Tenant Improvement Allowance Item) in executing permit Permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided conditioned or delayed (without limitation as to any other reason for Landlord reasonably withholding consent, it shall be deemed reasonable for Landlord to withhold consent to any change, modification or alteration that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 cause any of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofresults described in Sections 2.5.1-2.5.6 above).

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, The Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlordwill, at its optionexpense make application for and diligently pursue a valid business license to be issued by the Town of Princeton, permitting the Tenant to take part use and operate the Premises for the permitted uses set out in all phases Section 1.1(h) (the “Business License”) and provide to the Landlord a copy of the permitting process Business Licence when same is issued. The Tenant will, at its expense make application for and shall supply Landlord, as soon as possible, with diligently pursue all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit required for the Tenant Improvements to use and operate the Premises for the permitted uses set out in Section 1.1(h) and provide to the Landlord a copy of such Permits when same is issued. At all times during the Term and any renewal or extension thereof, the Tenant will, at its expense, keep, or cause to be kept, the Business Licence and the Permits in good standing and obtain, or cause to be obtained, any applicable renewals thereof. Upon obtaining such renewals, the Tenant will forthwith provide a copy of the renewed Business Licence and Permits to the Landlord. If the Business Licence or any of the Permits is suspended, cancelled or revoked for any reason, then the Tenant will notify the Landlord in writing within five days of such suspension, cancellation or revocation. If the suspension, cancellation or revocation is not corrected by the Tenant within 90 days, the Landlord may, at its sole discretion terminate this Lease. The Landlord acknowledges that the obtaining Tenant may be required to take reasonable precautions to ensure that only authorized individuals have access to certain portions of the same shall be Tenant's responsibility (provided that Contractor shall submit Premises during certain times to comply with its license number Permits or applicable law. The Landlord agrees to use all commercially reasonable efforts to coordinate with the plans Tenant prior to exercising its rights of distraint or rights of entry pursuant to Sections 5.7 [Clean Up Plans], 6.2 [Repair on Notice], 7.5 [Tenant Responsible for Damages], 8.6 [Exhibit Premises], 10.1 [Re-entry on Default], 10.3 [Sale and shall also submit proof Reletting] and 10.6 [Payments by Landlord Regarded as Rent] of liability insurance this Lease to ensure compliance with the Permits and applicable law. The Landlord will, from time to time at the Tenant’s expense, upon request from the Tenant or a governmental authority, promptly provide to the Tenant and if required by applicable the City of Livermore); furtherrequesting governmental authority, Landlord shallall documentation, in any event, cooperate with Tenant in executing permit applications consents and performing other ministerial acts reasonably approvals necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in for the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 Tenant’s use of the LeasePremises in compliance with the Permits in a form acceptable to the Landlord and the Tenant, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofeach acting reasonably.

Permits. In order Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of Alterations and for final approval thereof upon completion, and shall cause Alterations to expedite the permitting processbe performed in a good and workmanlike manner, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings using new materials and equipment at least equal in class to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete better of (i) the construction original installations of the Tenant ImprovementsBuilding, or (ii) the then standards for the Building established by Landlord. Notwithstanding Alterations shall be performed by contractors first approved by Landlord provided, however, that any Alterations in or to the foregoingmechanical, Tenant acknowledges that Landlord does not waive electrical, sanitary, heating, ventilating, air-conditioning or other systems of the right to approve Building shall be performed only by the Final Working Drawings and contractor(s) designated by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes . Alterations shall be performed in such drawings after manner as not to unreasonably interfere with or delay and as not to impose any additional expense upon Landlord in the same have been submitted for permits. In connection with maintenance, repair or operation of the permitting processBuilding; and if any such additional expense shall be incurred by Landlord as a result of Tenant's performance of any Alterations, Tenant shall coordinate with Landlord in order to allow Landlordpay such additional expense upon demand. Throughout the performance of Alterations, Tenant, at its optionexpense, shall carry, or cause to take part be carried, workmen's compensation insurance in all phases of the permitting process statutory limits and shall supply Landlord, as soon as possiblegeneral liability insurance, with all plan check numbers and dates of submittal and obtain completed operation endorsement, for any occurrence in or about the Permits on Building, under which Landlord shall be named an insured, in such limits as Landlord may reasonably require, with insurers reasonably satisfactory to Landlord. Tenant shall furnish Landlord with reasonably satisfactory evidence that such insurance is in effect at or before the date set forth commencement of Alterations and, on request, at reasonable intervals thereafter during the continuance of Alterations. If any Alterations shall involve the removal of any fixtures, equipment or other property in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4Demised Premises which are not Tenant's Property, Tenant hereby agrees that neither Landlord nor Landlord's consultants such fixtures, equipment or other property shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be promptly replaced at Tenant's responsibility (provided that Contractor expense with new fixtures, equipment or other property of like utility and at least equal value unless Landlord shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofotherwise expressly consent.

Permits. In order (a) Exhibit A sets forth the allocation of responsibility for obtaining Permits required for the Project and the respective obligations of the Parties with respect to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities compliance with Permit requirements. Contractor shall secure and pay for any and all Permits necessary to allow Landlord's contractor to commence for the proper execution and fully complete completion of the Work identified as a Contractor Permit in Exhibit A, and if a Permit is not listed therein, Contractor shall also obtain such Permit if it qualifies as one of the following types of permits: (i) building permits required for the construction of the Tenant Improvements. Notwithstanding Facility or occupancy of any portion thereof; (ii) labor or health standard permits and approvals reasonably related to construction of the foregoingFacility; (iii) business permits necessary for the conduct of the operations of Contractor and all Subcontractors in any location where such permits may be required (including all contractors’ licenses and related documents); (vi) permits, Tenant acknowledges that Landlord does approvals, consents or agreements from or with any Person necessary for the performance by Contractor of the Work or its warranty obligations hereunder, for the transportation or importation of Equipment, Materials, Consumables supplied (or required to be supplied) by Contractor hereunder and Construction Aids or for the transportation or importation of equipment, tools, machinery and other items used by Contractor in performance of the Work; (v) permits, visas, approvals and certifications necessary for Contractor’s employees to legally perform the Work in any location where performed (including documentation of citizenship or legal residency in the United States); or (vi) is required to be in the name of Contractor and is of the kind and nature customarily obtained by a contractor and not waive an owner in projects similar to the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection Facility (collectively with the permitting processContractor Permits identified on Exhibit A, Tenant the “Contractor Permits”). Contractor shall coordinate with Landlord in order maintain and comply with, and shall cause its Subcontractors to allow Landlordcomply with, at its option, to take part in all phases Contractor Permits and monitor and keep accurate records of the permitting process status of all Contractor Permits. Permits obtained by Contractor shall be maintained on the Site and copies shall supply Landlordbe made available to Owner and the Independent Engineer on request. Contractor shall comply with all Owner Permits to the extent relating to the Work or the Facility. Contractor acknowledges and agrees that, among other Permits, it has been provided with Owner’s Project application and filing with the Ohio Power Siting Board and the Ohio Power Siting Board staff report recommending approval of the Project with conditions (collectively attached hereto as Exhibit A, Appendix P), and that Contractor will be required to comply with such approval and conditions (including, without limitation, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4development of an emergency response plan, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements traffic management plan and that the obtaining unanticipated archaeological/cultural resources discoveries plan and implementation of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans construction noise mitigation recommendations and shall also submit proof of liability insurance if required by the City of Livermorenoise complaint resolution requirements and procedures); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof.

Permits. In order to expedite the permitting process, prior to Landlord's Following approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete Governmental Requirements applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the "Permits"). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermits or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without the prior written consent of Landlordnecessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall not be unreasonably withheldprepared by Tenant's Architect, at Tenant's expense (provided that if to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord's review and approval as a proposed change would directly Change Order under Section 5 below. If Landlord disapproves of such amendments or indirectly delay revisions, Landlord shall return the "SUBSTANTIAL COMPLETION" same to Tenant with a statement of Landlord's Work reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, “Approved Working Drawings”) prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleSchedule 2. Notwithstanding anything to the contrary set forth in this Section 2.43.4, and except as expressly set forth in Section 1 of this Tenant Work Letter, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which consent shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of this Tenant Work Letter; provided, further, that to the Lease, Landlord may proceed to establish extent Tenant agrees in writing that such delay shall be deemed a Tenant Delay pursuant to Section 4 hereof5.2.5 of this Tenant Work Letter, then such consent shall not be unreasonably withheld, conditioned or delayed by Landlord.

Permits. In order Tenant shall obtain all building permits and other permits, ------- authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Applicable Laws applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval, "Permits"). Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Expansion Space, and that the obtaining of the same shall be Tenant's responsibility (provided responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without the prior written consent of Landlordnecessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall not be unreasonably withheldprepared by Tenant's Architect, at Tenant's expense (provided that if to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord's review and approval as a proposed change would directly Change Order under Section 5 below. If Landlord disapproves of such amendments or indirectly delay revisions, Landlord shall return the "SUBSTANTIAL COMPLETION" same to Tenant with a statement of Landlord's Work reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order to expedite the permitting process, prior to Landlord's Following approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete Requirements applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the "Permits"). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without the prior written consent of Landlordnecessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall not be unreasonably withheldprepared by Tenant's Architect, at Tenant's expense (provided that if to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord's review and approval as a proposed change would directly Change Order under Section 6 below. If Landlord disapproves of such amendments or indirectly delay revisions, Landlord shall return the "SUBSTANTIAL COMPLETION" same to Tenant with a statement of Landlord's Work reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Purchaser shall be responsible for obtaining any building consent or approval required to transfer the Permits or obtain the issuance of any new licenses and permits, including the licenses and permits required for the purchase, sale, service and consumption of alcoholic beverages at the Hotel (the “Liquor Licenses”). Purchaser, at its cost and expense, shall submit all necessary applications and other materials to the appropriate Governmental Authority and take such other actions to effect the transfer of the Permits or issuance of new licenses and permits, including the Liquor Licenses, as of the Closing, and Seller shall use (or if any Permits are held in the name of Existing Manager or other Person, cause Existing Manager or such other Person to use) commercially reasonable efforts (at no cost or expense to Seller or Existing Manager) to cooperate with Purchaser to cause the Permits to be transferred or new licenses and permits to be issued to Purchaser. If this Agreement is terminated and Purchaser has filed an application or otherwise commenced the processing of obtaining new licenses and permits, Purchaser shall withdraw all such applications and cease all other activities with respect to such new licenses and permits. If Purchaser is unable to obtain the Liquor Licenses before the Closing, Seller (or the Person that holds the Liquor Licenses) and Purchaser shall enter into the Interim Beverage Services Agreement in the form of Exhibit A (the “Interim Beverage Services Agreement”) pursuant to which Seller (or the Person that holds the existing Liquor Licenses) shall manage the purchase, sale and service of alcoholic beverages at the Hotel to the extent permitted under Applicable Law in accordance with the terms in the Liquor Management Agreement. If Purchaser does not obtain any consent or approval to transfer any Permit or the issuance of any new license or permit for the Tenant Improvements any reason, such Permit shall constitute Excluded Property and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheldassigned or transferred to Purchaser, provided that if a proposed change would directly and Purchaser shall have no right to terminate this Agreement for not having obtained such consent or indirectly delay approval to transfer such Permit or the "SUBSTANTIAL COMPLETION" issuance of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofany new license or permit.

Permits. In order (a) There are no material Permits issued to, or required to expedite be provided by, or required by the permitting processBorrower under any Governmental Rule, prior including any Environmental Laws, as the Project is currently designed and contemplated to Landlord's approval pursuant to Section 2.3 abovebe developed, Tenant may submit constructed, owned, leased and operated (excluding, for the Final Working Drawings avoidance of doubt, any Permits required for the access road constructed in a potential wetlands area south of “Array 2” of the Project, which road is not necessary for the development, construction, ownership, lease or operation of the Project) that are or will become Applicable Permits other than the Permits described in Schedule 4.15. Each Permit described in Schedule 4.15 is either (i) a Permit in full force and effect and is not the subject of any current material legal proceeding and, if an appeal period is specified by a Governmental Rule, the appeal period has expired and no proceedings are pending seeking material modification or revocation, in the case of those Permits listed in Part I of Schedule 4.15, (ii) a Permit that has not yet been obtained or provided (or has been obtained or provided but the applicable appeal period has not expired) and has not been required for Project development activities up to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor date of this Agreement and is not required to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Project, and which the foregoing, Tenant acknowledges Borrower has no current actual Knowledge indicating that Landlord does such Permit will not waive timely be obtained or provided (or applicable appeal period expire) in the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases ordinary course of construction or operation of the permitting process Project in the case of those Permits listed in Part II of Schedule 4.15, or (iii) a Permit of a type that is routinely granted on application and shall supply Landlordthat would not normally be obtained before the commencement of construction or reconstruction or completion of construction of the Project, as soon applicable, as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedulecase of those Permits listed in Part III of Schedule 4.15. Notwithstanding anything to the contrary set forth The Borrower reasonably believes that any Permit so indicated on Part II and Part III of Schedule 4.15 will be timely obtained or provided without any material expense. The Borrower is not in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining material violation of any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofApplicable Permit.

Permits. In order A. Prior to expedite the permitting processcommencement of any Tenant Change, Tenant shall, at its sole cost and expense, obtain and furnish to Landlord all required licenses and permits and shall obtain, execute, and furnish to Landlord, copies of all applicable data sheets, filings and other similar documentation required by Legal Requirements and/or Insurance Requirements or the Construction Rules and Regulations (collectively, “Permits”). Tenant’s Architect shall prepare any applications and plans required to obtain the Permits but any filings therefor shall be done by Landlord’s Consultant in accordance with the terms hereof; it being agreed that, subject to the terms and conditions of Section 2.05 hereof, any failure of Landlord’s Consultant to promptly file any such Permits after the applications and plans and other documentation required to be prepared by Tenant have been finalized, approved and, if applicable, executed shall constitute a Landlord Delay. All such applications and plans shall be subject to Landlord’s reasonable approval prior to Landlord's approval pursuant the submission thereof to Section 2.3 above, Tenant may submit the any Governmental Authority. Copies of all Permits (if any) and one set of Final Working Drawings (to the appropriate municipal authorities extent the same exist) shall be kept at the Demised Premises at all times during the performance of each Tenant Change. Landlord shall reasonably cooperate with Tenant with respect to obtaining Permits (including any amendment to the Building certificate of occupancy and obtaining public assembly permits as permitted hereunder), including executing (in accordance with the provisions of this Section 13.04A) and filing all documentation necessary or required in connection therewith, and Tenant shall reimburse Landlord for all Permits necessary the reasonable out-of-pocket fees and expenses incurred by Landlord (including those of Landlord’s Consultant) in connection therewith as Additional Rent within thirty (30) days after demand. Landlord’s execution of Permit applications shall not constitute Landlord’s representation that the same comply with Legal Requirements and/or Insurance Requirements or are suitable for the work intended nor shall it be deemed to allow Landlord's contractor to commence and fully complete the construction be a waiver by Landlord of the compliance by Tenant Improvementsof any provision of this Lease, and Landlord shall not have liability to Tenant therefor. Notwithstanding the foregoing, in no event shall Tenant acknowledges that be permitted to commence any Material Tenant Change until Landlord does not waive the right has approved or is deemed to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything any required plans therefor pursuant to the contrary set forth in provisions of this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereof13.

Permits. In order Buyer shall use commercially reasonable efforts to expedite obtain any Permits, including without limitation a Region IV license issued by the permitting processUnited States Nuclear Regulatory Commission (“NRC”) (the “NRC Permit”), prior necessary to Landlord's approval pursuant to Section 2.3 aboveoperate Buyer’s business in the West Expansion at Buyer’s cost and expense. Without limitation of the foregoing, Tenant may submit the Final Working Drawings until such date that Buyer obtains its own NRC Permit with respect to the appropriate municipal authorities West Expansion (or such date that Buyer otherwise adds the West Expansion to one of Buyer’s current Permits), Seller shall continue to hold and maintain in good standing Seller’s NRC Permit related to the West Expansion and during such time shall retain all responsibility to comply with all NRC requirements relating to such NRC Permit, in each case at Seller’s cost and expense. Buyer and Seller agree and acknowledge that Buyer shall be permitted to operate Buyer’s business at the West Expansion under Seller’s NRC Permit until such time that Buyer either obtains its own NRC Permit with respect to the West Expansion or adds the West Expansion to one of Buyer’s current Permits; but in no event later than the date that is eighteen (18) months from the Closing Date, which date will be extended by Seller if the NRC Permit has not been obtained but Buyer can demonstrate to Seller’s satisfaction that it is using its best efforts to obtain the same. During this time, Buyer agrees to operate in the West Expansion in accordance with all quality, safety, radiation safety, and compliance procedures established by Seller. Seller shall assist and cooperate with Buyer with respect to any reasonable requests (and at Buyer’s expense) made by Buyer for all assistance in obtaining any Permits necessary to allow Landlord's contractor to commence and fully complete conduct Buyer’s business at the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofWest Expansion.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Laws applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (collectively, the Final Working Drawings for permit prior to Landlord's approval, "Permits"). Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without the prior written consent of Landlordnecessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall not be unreasonably withheldprepared by Tenant's Architect, at Tenant's expense (provided that if to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord's review and approval as a proposed change would directly “Change Order” (as defined in and) under Section 5 below. If Landlord disapproves of such amendments or indirectly delay revisions, Landlord shall return the "SUBSTANTIAL COMPLETION" same to Tenant with a statement of Landlord's Work reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that term is defined in Article 8 Tenant, at Tenant's expense (subject to application of the LeaseConstruction Allowance, to the extent available), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, including, but not limited to, any "path of travel" or other work outside the Premises; provided, however, that Landlord may proceed elect upon written notice to establish a Tenant Delay pursuant Tenant, to Section 4 hereofperform any such work in the Common Areas or elsewhere outside the Premises, at Tenant's expense (subject to application of the Construction Allowance, to the extent available).

Permits. In order Except as set forth on Schedule 8(k), the Acquired Permits, true and complete copies of which have been made available to expedite the permitting processBuyer, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for comprise all Permits necessary to allow Landlord's contractor to commence and fully complete required by Applicable Law for the construction conduct of the Tenant ImprovementsBusiness as now conducted. Notwithstanding l. Tax Matters. i) Each of Seller and its Subsidiaries has timely filed all material Tax Returns that it was required to file. All such Tax Returns were correct and complete in all material respects and were prepared in material compliance with all applicable laws and regulations. All Taxes owed by Seller or any of its Subsidiaries (whether or not shown or required to be shown on any Tax Return) have been paid or Seller has made provision therefor, except such Taxes as are being contested in good faith and as to which adequate reserves have been provided in the foregoing, Tenant acknowledges that Landlord Interim Balance Sheet. Neither Seller nor any of its Subsidiaries currently is the beneficiary of any extension within which to file any Tax Return. No claim has even been made by any authority in a jurisdiction where Seller or any of its Subsidiaries does not waive file Tax Returns that Seller or any of its Subsidiaries is or may be subject to taxation by that jurisdiction. There are no liens on any of the right assets of Seller and any of its Subsidiaries that arose in connection with any failure or alleged failure to approve the Final Working Drawings pay any Tax. ii) Each of Seller and by electing its Subsidiaries has withheld and paid all Taxes required to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In withheld and paid in connection with the permitting processany amounts paid or owing to any employee, Tenant shall coordinate independent contractor, creditor, stockholder, or other third party, and all Forms W-2 and 1099 required with Landlord respect thereto have been properly completed and timely filed. iii) Seller and its Subsidiaries do not expect any tax authority to assess any additional Taxes for any period for which Tax Returns have been filed. There is no dispute or claim concerning any Tax Liability of Seller and any of its Subsidiaries either (A) claimed or raised by any authority in order writing or (B) as to allow Landlord, at which Seller has Knowledge. iv) Neither Seller nor any of its option, Subsidiaries has waived any statute of limitations with respect of Taxes or agreed to take part in all phases any extension of the permitting process and shall supply Landlord, as soon as possible, time with all plan check numbers and dates of submittal and obtain the Permits on respect to a Tax assessment or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofdeficiency.

Permits. In order to expedite As soon as practicable following completion of the permitting processFinal Plans, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may Lessee shall submit the Final Working Drawings Plans to all appropriate governmental authorities, pay the appropriate municipal authorities for filing fees, and attempt to obtain all Permits permits and approvals (the “Permits”) necessary or appropriate to allow Landlord's contractor to commence and fully complete the construction of the Tenant Lessee Improvements. Notwithstanding If, as part of the foregoingprocedure of obtaining or attempting to obtain Permits, Tenant acknowledges that Landlord does not waive the right to approve any governmental agencies or authorities request changes in the Final Working Drawings and by electing to submit Plans, the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Plans shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary modified to enable Tenant to obtain any incorporate such permits. No changes, modifications changes unless Lessor or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of LandlordLessee do not approve thereof, which approval shall not be unreasonably withheld, provided that if a proposed change would directly . The Architect shall promptly revise the Final Plans as required by such governmental agencies or indirectly delay authorities unless such required revisions are reasonably disapproved of by Lessor or Lessee. If such Permits are not obtained within ninety (90) days following Lessor’s or the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 Architect’s submission of the LeaseFinal Plans for such Permits, Landlord may proceed then Lessor shall have the option of terminating this Lease at any time thereafter upon at least ten (10) days’ prior written notice thereof to establish a Tenant Delay pursuant Lessee. In the event of such termination, Lessee shall immediately pay all costs and expenses of the Architect relating to Section 4 hereofthe preparation and completion of the Schematic Drawings and Final Plans for Permits, together with all fees and costs of submitting the Final Plans for Permits, and each party shall otherwise be released of all further liability arising under this Lease (except for those liabilities accruing prior to the termination). Except as provided above, Lessor and Lessee shall otherwise each bear its own costs to the date of such termination.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, “Approved Working Drawings”) prior to Landlord's approval pursuant to Section 2.3 above, Tenant may the commencement of the construction of the Improvements. The Architect shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building and other permits necessary to allow Landlord's contractor “Contractor,” as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing“Permits”) and, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Scheduleas soon as reasonably possible. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (’s responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit XXXXXX REALTY THE CAMPUS AT SORRENTO GATEWAY 702009.06/WLA EXHIBIT B -4- Office Lease 110045-00136/12-26-12/EG/eg [Accelrys, Inc.] applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" “Substantial Completion” of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofthis Work Letter.

Permits. In order to expedite the permitting process, prior to Landlord's Following approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete Laws applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the “Permits”). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without the prior written consent necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense, and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 5 below. If Landlord disapproves of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly such amendments or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Leaserevisions, Landlord may proceed shall return the same to establish Tenant with a Tenant Delay pursuant to Section 4 hereofstatement of Exhibit B–4 Landlord’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended.

Permits. In order (a) Buyer shall be fully responsible for and shall pay all costs and fees required to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for be paid in connection with transfer of any and all Permits currently held by Seller, and shall pay all transfer and license fees in connection therewith, as well as applying for and obtaining any and all new licenses, permits, certificates and/or approvals necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes or appropriate in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant operation of the Property and the consummation of the purchase and sale of the Property. Buyer shall coordinate prosecute its applications in accordance with Landlord in order to allow Landlordthe rules and procedures set forth under applicable law. Seller shall, at the sole cost and expense of Buyer, cooperate in a reasonable manner to assist Buyer in obtaining the transfer or issuance of such licenses, permits, certificates and approvals. Buyer acknowledges and agrees that it may not be possible to complete such transfers or issuances prior to the Closing, and Seller covenants and agrees that it shall cooperate reasonably with Buyer or its option, to take part in all phases management company for the continued operation of the permitting process Property under the existing Permits to the extent permitted by applicable law, at the sole cost and shall supply Landlordexpense of Buyer, and provided that Buyer at Buyer’s sole cost and expense maintains and keeps in effect such insurance for the benefit of Seller as soon as possibleSeller may reasonably required (and Buyer and Buyer’s Principals, jointly and severally, hereby agree to protect, defend (with counsel reasonably acceptable to Seller), indemnify and hold harmless Seller and the other Seller Parties from and against any and all plan check numbers liabilities, actions, suits, liens, fines, penalties, judgments, losses, costs, damages, expenses (including, without limitation, reasonable attorneys’ fees and dates expenses), claims and demands of submittal any nature whatsoever suffered or incurred by or made against Seller an/or the other Seller Parties, arising out of or in any way relating to cooperation and obtain continued operation of the Permits on or before the date set forth Property). Anything in the Construction Schedule. Notwithstanding anything this Agreement to the contrary set forth notwithstanding, nothing in this Section 2.4Agreement shall make Buyer’s obligations under this Agreement subject to the transferability of any of the Permits to Buyer, Tenant hereby agrees and Buyer’s obligations under this Agreement shall remain unamended and in full force and effect, and the Closing shall take place as provided in this Agreement (except that neither Landlord nor Landlord's consultants Seller shall not transfer to Buyer any Permit unless it shall be responsible lawful and permissible for obtaining Seller freely to do so), without any building permit for abatement of or credit against the Tenant Improvements and that Purchase Price nor to any liability on the obtaining part of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsSeller. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which This paragraph shall not be unreasonably withheldapplicable to the Liquor License, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" transfer of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to which shall be governed by Section 4 hereof11.15.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities The cost of all permits for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant ImprovementsSubleased Premises Work (and the cost of obtaining the same) incurred by Overlandlord shall be included in Subleased Premises Agreed Costs. Notwithstanding Sublandlord and Subtenant acknowledge and agree that Subtenant must perform certain installations and other work beyond the foregoingscope of the Subleased Premises Work in order for a certificate of occupancy for the Subleased Premises to be issued (such work, Tenant acknowledges the “Certificate Work”). Within five (5) business days after the later to occur of (i) substantial completion of the Subleased Premises Work, and (ii) the date on which Subtenant notifies Sublandlord that Landlord does not waive Subtenant has completed the right Certificate Work, Sublandlord shall cause Overlandlord to approve apply for a certificate of occupancy for the Final Working Drawings Subleased Premises (which may apply to the Subleased Premises alone and/or portions thereof or with the Main Premises or portions thereof), and by electing thereafter diligently pursue and secure the same (Sublandlord agreeing that it shall cause Overlandlord to submit endeavor to secure the Final Working Drawings for permit same within 70 days following notice that Subtenant has completed the Certificate Work, subject to Subtenant Delays); provided, however, to the extent that Subtenant elects to make Alterations to the Subleased Premises after the Commencement Date but prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases issuance of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates a final certificate of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit occupancy for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtherSubleased Premises, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which Sublandlord shall not be unreasonably withheld, provided obligated to cause Overlandlord to apply for a certificate of occupancy for the Subleased Premises until such Alterations have been substantially completed or Subtenant notifies Sublandlord that if Subtenant has elected not to perform such Alterations. In no event shall Sublandlord be obligated to cause Overlandlord to apply for a proposed change would directly or indirectly delay certificate of occupancy prior to the "SUBSTANTIAL COMPLETION" of Landlord's Work as date which is five (5) business days after the date on which Subtenant notifies Sublandlord that term is defined in Article 8 of Subtenant has completed the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofCertificate Work.

Permits. In order to expedite the permitting process, prior to Landlord's approval The Final Working Drawings approved by Tenant pursuant to the terms of Section 2.3 3.3, above, Tenant may shall thereafter be referred to as the "Approved Working Drawings". Landlord shall then submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building and other permits necessary to allow Landlord's contractor the "Contractor" (as that term is defined in Article 4, below) to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits"), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow connection therewith. Tenant shall cooperate with Landlord, at its optionArchitect, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither any other party designated by Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant Landlord to obtain any such permitsPermit. No In no event shall Tenant make any changes, modifications modifications, or alterations in the Approved Tenant Improvement Plans may be made Working Drawings without the prior written consent of Landlord, which consent (i) may be withheld, in Landlord's sole and absolute discretion, if such change in the Approved Working Drawings would directly or indirectly materially delay the "Substantial Completion" of the Premises as that term is defined in Section 5.1 of this Work Letter, or otherwise materially increase the costs of the Improvements (unless Tenant agrees to bear such increased cost), or (ii) shall not otherwise be unreasonably withheld, conditioned, or delayed. Any such foregoing cost increases shall also be deemed a component of the Change Amount. In addition, except for immaterial changes to the Approved Working Drawings which Landlord may find are necessary during its construction of the Improvements, Landlord shall not make any changes, modifications or alterations to the Approved Working Drawings without first receiving Tenant's prior written consent therefor, which consent shall not be unreasonably withheld, provided that if a proposed change would directly conditioned, or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofdelayed.

Permits. In order There are no material Permits that are required or will become required for the ownership, construction, financing or operation of the Active Projects, other than the Permits described in the Permit Schedule for each Active Project. The Permit Schedule for each Active Project accurately states the stage in construction by which each such Permit is required to expedite be obtained. Each material Permit described in the permitting processPermit Schedule for each Active Project as required to be obtained by each date that this representation is deemed to be made has either (i) been received and is in full force and effect, prior and not subject to Landlord's approval pursuant current legal proceedings or to Section 2.3 aboveany unsatisfied conditions (that are required to be satisfied by the Advance Date for each such Active Project) that could reasonably be expected to result in material modification or revocation, Tenant may submit and all applicable appeal periods with respect thereto have expired without any action being taken by any applicable Governmental Authority, or (ii) with respect to any such Permit (other than the Final Working Drawings Gaming Concession Consent and any Land Concession Consent for the Active Projects) and subject to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction consent of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does Bank Agent (such consent not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld), provided been received pending the expiration of any such applicable waiting period, and is reasonably expected to be obtained upon the termination of such waiting period. No fact or circumstance exists which indicates that if any Permit (except with respect to the Gaming Concession Consents and Land Concession Consents) described in the Permit Schedule for each Active Project not required to have been obtained by the date that this representation is deemed to be made will not be obtained prior to the time that it becomes required. Neither the Company nor, to Company’s knowledge, any other party involved in an Active Project is in violation of any condition in any Permit for any Active Project the effect of which could reasonably be expected to have a proposed change would directly Material Adverse Effect. The Gaming Concession Contract, the Gaming Concession Consent, the Land Concession Contracts for each Active Project and the Land Concession Consents for each Active Project are in full force and effect (except that such Land Concession Contracts shall be permitted to be “provisional” as required by applicable law until 180 days after the Completion Date of each such Active Project (or indirectly delay in the "SUBSTANTIAL COMPLETION" case of Landlord's Work Four Seasons Overall Project and the Venetian Macao Overall Project, 180 days after the date both such Projects shall have achieved Completion) (in each case as that term is defined in Article 8 of extended under the Lease, Landlord may proceed to establish a Tenant Delay pursuant proviso to Section 4 hereof5.19)).

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction Upon acceptance of the Tenant ImprovementsNew Project License and FERC approval of the applicable plans, Licensee shall apply for and use reasonable efforts to obtain in a timely manner and in final form all applicable federal, state, regional, and local permits, licenses, authorizations, certifications, determinations, and other governmental approvals for purposes of implementing this Settlement Agreement and the New Project License (Permits). Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings The applications for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection Permits shall be consistent with the permitting processterms of this Settlement Agreement. Each Party, Tenant upon the Licensee’s request, shall coordinate with Landlord in order use reasonable efforts to allow Landlordsupport the Licensee’s applications for Permits, at its option, to take part in all phases of the permitting process and shall supply Landlordnot file comments or recommend Permit conditions that are Inconsistent with this Settlement Agreement. However, the duty to affirmatively support the Licensee’s applications for Permits, such as soon as possiblefiling letters in support, with all plan check numbers and dates of submittal and obtain the Permits on shall not apply to a Federal or before the date set forth State Regulatory Party not participating in the Construction SchedulePermit application proceeding. Notwithstanding anything The Licensee shall pay all fees required by law related to such Permits. The Parties shall work together and cooperate as appropriate during the contrary set forth permitting, environmental review, and implementation of this Agreement. Except as expressly provided in this Section 2.4Settlement Agreement, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which Licensee shall not be unreasonably withheldrequired by this Settlement Agreement to implement an action required under this Settlement Agreement or the New Project License if a Permit has been denied, contains inconsistent or unreasonable conditions, or until all applicable Permits required for that action are obtained. If a proceeding challenging any Permit required for the action has been commenced, the Licensee shall be under no obligation under this Settlement Agreement to implement the action or any related action until a ny such proceeding is terminated. In the event any Permit has been denied, Licensee determines that the Permit contains inconsistent or unreasonable conditions, or any Permit is not obtained in a timely manner, the Parties shall confer to evaluate the effect of such event on implementation of this Settlement Agreement and seek to develop actions to respond to that event. If the Parties do not agree on actions to respond to that event and nonperformance or prolonged delay in performance of one or more PM&E measures due to the event materially reduces the benefit of this Settlement Agreement, a Party may initiate dispute resolution, except that dispute resolution regarding denial of a Permit shall be restricted to the issue of actions to respond to that event. In addition, if the event results in nonperformance or prevents performance of one or more PM&E measures for a prolonged period, the Parties recognize that re- initiation of consultation under the ESA may be required. Nothing contained in this section shall be construed to limit the Licensee’s right to apply for a Permit before issuance of the New Project License, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofany such applications shall not be Inconsistent with this Settlement Agreement.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Laws applicable to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits“Permits”). In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby Xxxxxx agrees that neither Landlord nor Landlord's Xxxxxxxx’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Working Drawings that may be necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Xxxxxx’s Architect, at Tenant’s expense (provided that to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 5 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a statement of Landlord’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Xxxxxx acknowledges and agrees that Tenant, at Xxxxxx’s expense (subject to application of the Allowance, to the extent available), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Plans may be made without Work, to the prior written consent extent such work is required as a result of Landlorda Tenant Code Compliance Obligation. Any other work required to bring the Premises, which Building, or Project into compliance with law applicable at the date of Zoning Approval shall not be unreasonably withheld, provided that if constitute a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 part of the LeaseLandlord Work and shall be reimbursed to Tenant in accordance with Section 1.5 above; however, no such work shall be completed by Tenant on behalf of Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofwithout Landlord written approval.

Permits. NYISO, Developer, and Affected System Operator shall cooperate with each other in good faith in obtaining all permits, licenses and authorizations that are necessary to accomplish the EPC Services in compliance with Applicable Laws and Regulations. With respect to this paragraph, Affected System Operator shall provide permitting assistance to the Developer comparable to that provided to the Affected System Operator’s own, or an Affiliate’s generation, if any. Suspension. Developer reserves the right, upon written notice to Affected System Operator and NYISO, to suspend at any time all work associated with the construction and installation of the Affected System Upgrade Facilities required for only that Developer’s Large Generating Facility with the condition that the New York State Transmission System shall be left in a safe and reliable condition in accordance with Good Utility Practice and the safety and reliability criteria of Affected System Operator, NYPA, and NYISO. In order such event, Developer shall be responsible for all reasonable and necessary costs and/or obligations in accordance with Attachment S to expedite the permitting process, ISO OATT including those which Affected System Operator (i) has incurred pursuant to this Agreement prior to Landlord's approval pursuant the suspension and (ii) incurs in suspending such work, including any costs incurred to Section 2.3 above, Tenant perform such work as may submit the Final Working Drawings to the appropriate municipal authorities for all Permits be necessary to allow Landlord's contractor to commence ensure the safety of persons and fully complete property and the construction integrity of the Tenant Improvements. Notwithstanding the foregoingNew York State Transmission System during such suspension and, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvalif applicable, Tenant is assuming the risk that Landlord may require changes any costs incurred in such drawings after the same have been submitted for permits. In connection with the permitting processcancellation or suspension of material, Tenant equipment and labor contracts which Affected System Operator cannot reasonably avoid; provided, however, that prior to canceling or suspending any such material, equipment or labor contract, Affected System Operator shall coordinate with Landlord in order obtain Developer’s authorization to allow Landlord, at its option, do so. Affected System Operator shall invoice Developer for such costs pursuant to take part in all phases of the permitting process Article 7 and shall supply Landlorduse due diligence to minimize its costs. In the event Developer suspends work required SERVICE AGREEMENT NO. 2690 under this Agreement pursuant to this Article 3.10, as soon as possible, with all plan check numbers and dates of submittal and obtain has not requested Affected System Operator to recommence the Permits work required under this Agreement on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in expiration of three (3) years following commencement of such suspension, this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Agreement shall be responsible for obtaining any building permit for deemed terminated. The three-year period shall begin on the Tenant Improvements and that date the obtaining suspension is requested, or the date of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans written notice to Affected System Operator and shall also submit proof of liability insurance NYISO, if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsno effective date is specified. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofTaxes.

Permits. In order to expedite On the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processLease Date, Tenant shall coordinate commence, and thereafter at all times continuously use best efforts to obtain all governmental and administrative building permits and approvals, without variances, or waivers, as are reasonably required for Tenant’s contemplated improvements on the Premises (Tenant’s Permits”). Tenant shall forward to Landlord copies of all applications for permits or approvals, and correspondence relating to such permits or approvals, contemporaneously with their submission to (or receipt from) the applicable governmental authority or utility having jurisdiction, and Tenant shall at all times keep Landlord apprised of the Tenant’s actions respecting such approvals. Landlord shall reasonably cooperate with Tenant, at no out of pocket cost to Landlord, in order to allow LandlordTenant to obtain Tenant’s Permits. If Tenant, having used its best efforts, is unable to obtain Tenant’s Pets within ninety (90) days after the Lease Date, then Tenant shall have, at its option, the right to take part terminate this Lease by a notice delivered to Landlord within five (5) days after the expiation of such ninety (90) day period; provided, however, that Landlord may, within ten (10) days after receipt of Tenant’s notice of termination, notify Tenant that Landlord has elected to obtain Tenant’s Permits, in all phases which event (i) Landlord shall have an additional period of ninety (90) days in which to obtain Tenant’s Permits (the permitting process “Permit Extension Period”), and (ii) Tenant shall supply reasonably cooperate with Landlord us Landlord’s efforts to obtain Tenant’s Permits, as soon as possible, with all plan check numbers and dates of submittal (iii) this Lease shall remain un full force and obtain effect if Tenant’s Permits are obtained within the Permits on or before the date set forth in the Construction SchedulePermit Extension Period. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that If neither Landlord nor Landlord's consultants shall be responsible for obtaining Tenant is able to obtain Tenant’s Permits within one hundred eighty (180) days after the Lease Date, then either party may at any building permit for t me thereafter terminate this Lease by written notice delivered to the Tenant Improvements and that the obtaining other party. Upon termination of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtherthis Lease pursuant to this Article 57, Landlord shallshall return Tenant’s security deposit. If this Lease is not terminated in accordance with this Article 57, this Lease shall remain in any event, cooperate with Tenant in executing permit applications full force and performing other ministerial acts reasonably necessary effect notwithstanding Tenant’s inability to enable Tenant to obtain any satisfy such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofconditions.

Permits. In order to expedite FEES The EPC Contractor and or the permitting processSubcontractor(s), prior to Landlord's approval pursuant to Section 2.3 aboveat EPC Contractor’s sole cost and expense, Tenant may submit shall secure all permits and approvals required for the Final Working Drawings development, construction, use or occupancy of permanent structures or for permanent changes in existing facilities, including but not limited to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete building permit. The EPC Contractor shall keep the construction Client informed on a reasonably current basis of the Tenant Improvementsprogress of such applications, and provide the Client with copies of all permits and approvals obtained. Notwithstanding [The EPC Contractor shall pay all fees due to the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes Utility in such drawings after the same have been submitted for permits. In connection with the permitting processUtility Interconnection Agreement, Tenant including application fees. Except as required by the Contract Documents, the EPC Contractor shall coordinate with Landlord not be responsible, however, for payment for upgrades or changes to any existing Project Site electrical system(s), equipment (other than the Major Equipment needed for the photovoltaic System in order Schedule #1), or survey/research projects that may or may not be required by the Utility, upgrades or changes to allow LandlordUtility-owned equipment, at its optionor Utility-supplied electrical service, to take part in all phases which shall be the sole responsibility of the permitting process Client. The EPC Contractor shall use commercially reasonable efforts to determine if the Utility will require any such surveys, upgrades or changes to Utility-owned equipment, or Utility-supplied electrical service, and shall supply Landlord, advise the Client with respect to same as soon as possible, with reasonably practical.]1[The Client shall pay all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything fees due to the contrary set forth Utility in this Section 2.4connection with the Utility Interconnection Agreement, Tenant hereby agrees that neither Landlord nor Landlord's consultants includin]g application fees. Except as required by the Contract Documents, the EPC Contractor shall not be responsible for obtaining payment for upgrades or changes to any building permit existing Project Site electrical system(s), equipment (other than the Major Equipment needed for the Tenant Improvements and photovoltaic System in Schedule #1), or survey/research projects that the obtaining of the same shall may or may not be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); furtherUtility, Landlord shallupgrades or changes to Utility-owned equipment, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of LandlordUtility-supplied electrical service, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 sole responsibility of the LeaseClient.]2 The EPC Contractor shall ensure that all designs comply with Prudent Industry Practice, Landlord may proceed to establish a Tenant Delay all applicable Legal Requirements and Utility Requirements. The EPC Contractor understands and agrees that design changes are not permitted unless approved by the Utility pursuant to Section 4 hereofthe Interconnection Agreement.

Permits. In order to expedite the permitting process, prior to Landlord's Following approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete laws applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the “Permits”). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the prior written consent extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a statement of Landlord’s reasons for disapproval, which or specifying any required corrections. This procedure shall not be unreasonably withheldrepeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Applicable Laws that apply to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements for each Phase in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Approved Working Drawings for permit prior to Landlord's approval, such Phase (the “Permits”). Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changesAny amendments or revisions to the Approved Working Drawings that may be necessary to obtain any such Permits, modifications or alterations which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a statement of Landlord’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that Tenant, at Tenant’s expense (subject to application of the Construction Allowance), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, including, but not limited to, any “path of travel” or other work outside the Premises; provided, however, that Landlord may elect upon written notice to Tenant, to perform any such work in the Approved Tenant Improvement Plans may be made without Outside Areas or elsewhere outside the prior written consent of LandlordPremises, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofat Tenant’s expense.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, "Approved Working Drawings") prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor "Contractor," as that term is defined in SECTION 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits"), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleSCHEDULE 1. Notwithstanding anything to the contrary set forth in this Section 2.4SECTION 3.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or EXHIBIT B 3 indirectly delay the "SUBSTANTIAL COMPLETIONSubstantial Completion" of Landlord's Work the Premises as that term is defined in Article 8 SECTION 5.1 of the Lease, Landlord may proceed to establish a this Tenant Delay pursuant to Section 4 hereofWork Letter.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord in accordance with Section 3.3, above, or shall be deemed approved by Landlord in accordance with Section 3.7, below (in either case, the permitting process"Approved Working Drawings"), prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor "Contractor," as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits"), and Landlord shall cooperate with Tenant acknowledges that Landlord does not waive the right in executing permit applications and performing other ministerial acts reasonably necessary to approve the Final Working Drawings and by electing enable Tenant to submit the Final Working Drawings for permit prior to Landlord's approvalobtain such Permits, Tenant is assuming the risk that Landlord may require changes and, in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in Schedule 1 to this Tenant Work Letter; provided, however, that promptly following approval of the Construction ScheduleApproved Working Drawings (as the same may be modified in order to obtain the Permits in accordance with this Section 3.4) and the issuance of the Permits by the appropriate municipal authority, Landlord shall cause the Contractor to physically pick up the Permits and inform Tenant that such permits have been picked up. Following Landlord’s approval, or deemed approval, of the Approved Working Drawings, the Approved Working Drawings shall not be modified for any reason other than a Minor Variation (as hereinafter defined) without Landlord’s prior written consent, which shall not be unreasonably withheld, conditioned, or delayed. No material changes, modifications or alterations in the Approved Working Drawings of any Project may be made without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed. "Minor Variation" shall mean any modification to make reasonable adjustments for field deviations or conditions encountered during construction. Notwithstanding anything to the contrary set forth in this Section 2.43.4, but subject to Landlord's obligation pursuant to Section 1, above, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofPermits.

Permits. In order to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any eventat Tenant’s sole cost and expense, use commercially reasonable efforts to fully cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant Tenant’s efforts to obtain any necessary permits or licenses required for Tenant’s use, occupancy, conduct or maintenance of the Leased Premises and of the business to be conducted by Tenant in or upon the Leased Premises (“Tenant’s Permits”). Tenant shall, at Tenant’s own cost and expense, apply for and obtain Tenant’s Permits, and Tenant shall, at Tenant’s own cost and expense, make all necessary repairs and improvements for the granting of any such permitsTenant Permit or for the continuance of same. No changesWithout limiting the generality of the foregoing, modifications Tenant’s Permits shall include import permits issued by the Centers for Disease Control and/or the U.S. Department of Agriculture if required by applicable law in connection with Tenant’s use, occupancy, conduct or alterations maintenance of the Leased Premises or of the business to be conducted by Tenant in or upon the Leased Premises. In addition, if any work associated with radioactive materials is to be undertaken by Tenant in the Approved Leased Premises, Tenant Improvement Plans shall be obligated to obtain a radiation license along with establishing any appropriate associated programs; provided, however, notwithstanding that Tenant may have obtained a radiation license, Tenant shall notify Landlord’s Radiation Safety Officer (the “RSO”) of Tenant’s intent to use radioactive materials within the Leased Premises prior to any such use, and such proposed use shall be made without subject to the RSO’s prior review and written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofapproval.

Permits. In order The Licensee shall apply for and use active and diligent efforts to expedite obtain in a timely manner and in final form all applicable federal, state, regional, and local permits, licenses, authorizations, certifications, determinations, and other governmental approvals for purposes of implementing the Project License (Permits). Active and diligent efforts include, but are not limited to, seeking appropriate administrative review of permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence decisions and fully complete the construction of the Tenant Improvementsreapplying as necessary. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants Permit applications shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same consistent with this Settlement Agreement. The Licensee shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if pay all fees required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary law related to enable Tenant to obtain any such permitsPermits. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which The Licensee shall not be unreasonably withheldheld in breach of this Settlement Agreement if it cannot legally implement an action because all applicable Permits required for that action have been applied for but are not yet obtained, or because a necessary Permit has been denied or includes a Material Modification of the Settlement Agreement. If a proceeding challenging any Permit required for the action has been commenced, the Licensee shall be under no obligation under this Settlement Agreement to implement the action or any related action until any such proceeding is terminated. If any Permit has been denied or challenged, includes a Material Modification of the Settlement Agreement, or is not obtained in a timely manner, the Parties shall confer to evaluate the effect of such event on implementation of this Settlement Agreement and the Project License and to seek to develop actions to respond to that event. The Parties recognize that a Permit delay or denial, or a Permit that contains a Material Modification of the Settlement Agreement, in itself does not alleviate the Licensee’s responsibility to comply with a License Article but may be the basis for requesting FERC to amend the License. If the Parties do not agree on actions to respond to that event, a Party may initiate ADR pursuant to section 5 to address the issue of necessary actions to respond to Permit delays or denials or Material Modifications. In the event that the Parties do not agree on actions to respond to a Permit delay or denial or Material Modifications, then the Permit delay or denial or Material Modifications may constitute material new information or a basis for withdrawal pursuant to section 6. Nothing in this section shall be construed to limit the Licensee’s right to apply for a Permit before issuance of the Project License, provided that if any such applications shall not contain a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 Material Modification of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofSettlement Agreement.

Permits. In order Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to expedite the permitting processsatisfy all Applicable Laws that apply to, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements in accordance with the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Approved Working Drawings and by electing to submit (the Final Working Drawings for permit prior to Landlord's approval, “Permits”). Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changesAny amendments or revisions to the Approved Working Drawings that may be necessary to obtain any such Permits, modifications or alterations which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s Architect, at Tenant’s expense (provided that to the extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 6 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a statement of Landlord’s reasons for disapproval, or specifying any required corrections. This procedure shall be repeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, as so amended. Tenant acknowledges and agrees that Tenant, at Tenant’s expense (subject to application of the Construction Allowance), is responsible for performing all accessibility and other work required to be performed in connection with the Tenant Improvement Work, including, but not limited to, any “path of travel” or other work outside the Premises; provided, however, that Landlord may elect upon written notice to Tenant, to perform any such work in the Approved Tenant Improvement Plans may be made without Outside Areas or elsewhere outside the prior written consent of LandlordPremises, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofat Tenant’s expense.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, "Approved Working Drawings") prior to the commencement of the construction of the Improvements. Following Landlord's approval pursuant to Section 2.3 aboveof the Approved Working Drawings, Tenant may the Architect shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building and other permits necessary to allow Landlord's contractor "Contractor," as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits"), Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approvaland, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedulesubmittal. Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same permits shall be Tenantthe Architect's responsibility (provided and the obtaining of the certificate of occupancy for the Premises shall be Contractor's responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant and the Architect in executing permit applications and performing other ministerial acts reasonably necessary to enable 701285.05/WLA214064-00137/12-20-12/eg/eg EXHIBIT X-0- XXXXXX XXXXXX DEL MAR[Second Amendment/Substitute Premises Amendment][Volcano Corporation] Tenant to obtain any such permitspermit or the Contractor to obtain the certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETIONSubstantial Completion" of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofthis Work Letter.

Permits. In order The Employer shall grant a permit, in accordance with the Board’s Permit Policy, for use of its facilities and premises to expedite the permitting process, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings allow for purposes of Union meetings without permit fee and without additional costs to the appropriate municipal authorities Employer. Bulletin Boards The Employer will provide bulletin board space for the posting of Union notices, provided all Permits necessary to allow Landlord's contractor to commence and fully complete the construction such notices are signed by a responsible officer of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings Union and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have first been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit for the Tenant Improvements and that the obtaining of the same shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required person designated by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsEmployer for approval. No changes, modifications or alterations in the Approved Tenant Improvement Plans may be made without the prior written consent of Landlord, which Approval shall not be unreasonably withheld, provided that if a proposed change would directly every effort will be made within two (2) working days to process such requests. It is understood that, notwithstanding the above, approval will not be required from the Employer for the posting of Union notices of general or indirectly delay executive meetings and social events which are not contrary to Board policy the "SUBSTANTIAL COMPLETION" Collective Agreement. Collective Agreement Unit C September to August Correspondence correspondence from the Employer to the Union arising out of Landlord's Work as that term is defined in Article 8 this Agreement or incidental thereto shall be forwarded to the Recording Secretary of the LeaseUnion, Landlord may proceed and if so requested by the Union, to establish a Tenant Delay pursuant its Vice In addition, all grievance related correspondence shall also be forwarded to Section 4 hereofthe Grievance Officer. The Union shall advise the Employer in writing of the name and address of the Recording Secretary of the Union and Vice and of any changes from time to time. All correspondence from the Union to the Employer arising out of this Agreement or incidental thereto shall be forwarded to the person designated by the Employer. The Employer shall advise the Union in writing of the name and address of the person designated by the Employer and of any changes from time to time. Union representatives are entitled to distribute union literature through use of the Employer’s courier system to all members of the Union. Mailings shall be batched by location before being put in the Employer’s courier system by the bargaining unit. Board Policy, Agendas and Minutes The Employer shall provide two (2) copies of newly approved Board policies to the Union. The Employer shall make available to the Union three (3) copies for pick-up of the Board’s public session and Standing Committee Agendas and public session and Standing Committee minutes at the same time as they are circulated to the Trustees. A copy shall also be e-mailed to the Union at the same time.

Permits. In order to expedite the permitting process, prior to Following Landlord's ’s approval pursuant to Section 2.3 above, Tenant may submit of the Final Working Drawings Drawings, Tenant shall obtain all building permits and other permits, authorizations and approvals which may be required in connection with, or to the appropriate municipal authorities for satisfy all Permits necessary to allow Landlord's contractor to commence and fully complete Governmental Requirements applicable to, the construction of the Tenant ImprovementsImprovements in accordance with the Approved Working Drawings (the “Permits”). Notwithstanding the foregoingTenant shall provide Landlord with copies of any documents or applications filed by Tenant to obtain Permits concurrently with any such filing, but in no event shall Tenant acknowledges that Landlord does not waive the right to approve file any such documents or applications until the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permitsapproved by Landlord. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction Schedule. Notwithstanding anything to the contrary set forth in this Section 2.4, Tenant hereby agrees that neither Landlord nor Landlord's ’s consultants shall be responsible for obtaining any building permit Permits or the certificate of occupancy for the Tenant Improvements Premises, and that the obtaining of the same shall be Tenant's responsibility (provided ’s responsibility; provided, however, that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, will cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitsPermit or certificate of occupancy. No changes, modifications Any amendments or alterations in revisions to the Approved Tenant Improvement Plans Working Drawings that may be made without necessary to obtain any such Permits, or which may be required by city officials or inspectors to comply with code rulings or interpretations, shall be prepared by Tenant’s architect, at Tenant’s expense (provided that to the prior written consent extent funds are available, such expense may be reimbursed from the Construction Allowance), and submitted to Landlord for Landlord’s review and approval as a Change Order under Section 5 below. If Landlord disapproves of such amendments or revisions, Landlord shall return the same to Tenant with a statement of Landlord’s reasons for disapproval, which or specifying any required corrections. This procedure shall not be unreasonably withheldrepeated until Landlord approves the amendments or revisions and all Permits have been obtained for the Approved Working Drawings, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofso amended.

Permits. In order to expedite The Final Working Drawings shall be approved by Landlord (the permitting process, "Approved Working Drawings") prior to Landlord's approval pursuant to Section 2.3 above, the commencement of the construction of the Tenant may Improvements. Tenant shall immediately submit the Final Approved Working Drawings to the appropriate municipal authorities for all Permits applicable building permits necessary to allow Landlord's contractor "Contractor," as that term is defined in Section 4.1, below, to commence and fully complete the construction of the Tenant Improvements. Notwithstanding Improvements (the foregoing"Permits") and, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting processtherewith, Tenant shall coordinate with Landlord in order to allow Landlord, at its option, to take part in all phases of the permitting process and shall supply Landlord, as soon as possible, with all plan check numbers and dates of submittal and obtain the Permits on or before the date set forth in the Construction ScheduleSchedule 1. . Notwithstanding anything to the contrary set forth in this Section 2.43.4, Tenant hereby agrees that neither Landlord nor Landlord's consultants shall be responsible for obtaining any building permit or certificate of occupancy for the Tenant Improvements Premises and that the obtaining of the same shall be Tenant's responsibility (responsibility; provided however that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in executing permit applications and performing other ministerial acts reasonably necessary to enable Tenant to obtain any such permitspermit or certificate of occupancy. No changes, modifications or alterations in the Approved Tenant Improvement Plans Working Drawings may be made without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that Landlord may withhold its consent, in its sole discretion, to any change in the Approved Working EXHIBIT B-4- HCP, INC.[4939 Director's Place][Sorrento Therapeutics, Inc.] Drawings if a proposed such change would directly or indirectly delay the "SUBSTANTIAL COMPLETIONSubstantial Completion" of Landlord's Work the Premises as that term is defined in Article 8 Section 5.1 of the Lease, Landlord may proceed to establish a this Tenant Delay pursuant to Section 4 hereofWork Letter.

Permits. In order If any governmental license or any permit, other than a certificate of occupancy for the entire Building and/or Premises, shall be required for the proper and lawful conduct of Tenant’s business in the Premises and if failure to expedite secure such license or permit would in any way adversely affect Landlord or the permitting processBuilding, prior to Landlord's approval pursuant to Section 2.3 above, Tenant may submit the Final Working Drawings to the appropriate municipal authorities for all Permits necessary to allow Landlord's contractor to commence and fully complete the construction of the Tenant Improvements. Notwithstanding the foregoing, Tenant acknowledges that Landlord does not waive the right to approve the Final Working Drawings and by electing to submit the Final Working Drawings for permit prior to Landlord's approval, Tenant is assuming the risk that Landlord may require changes in such drawings after the same have been submitted for permits. In connection with the permitting process, Tenant shall coordinate with Landlord in order to allow Landlordthen Tenant, at its optionexpense, shall duly procure and thereafter maintain such license or permit and submit the same to take part Landlord for inspection. Tenant shall at all times comply with the terms and conditions of each such license or permit. In no event shall Tenant’s failure to procure or maintain such license or permit relieve Tenant from its obligations under this Lease. Landlord, throughout the Term, shall refrain from altering or modifying the permanent or temporary certificate of occupancy for the Building in all phases any manner which would have the effect of (I) depriving Tenant of the permitting process and shall supply Landlord, legal right to the use of the Premises as soon as possible, with all plan check numbers and dates of submittal and obtain “offices” at occupancy levels which are not less than the Permits on or before the date occupancy levels set forth in the Construction Schedule. Notwithstanding anything existing certificate of occupancy for the Building, a copy of which is attached hereto as Exhibit O (the “existing certificate of occupancy”), or (II) eliminate Tenant’s right to cause each floor of the Premises to be loaded with a load at least equal to the contrary permitted floor load set forth on the existing certificate of occupancy. Landlord and Tenant acknowledge that the current certificate of occupancy for the Building does not provide for Tenant’s use of the Terrace as described in this Section 2.4Article 28, Tenant hereby agrees and that neither Landlord nor Landlord's consultants Tenant’s use thereof shall be responsible for subject to Tenant obtaining any building permit for an amendment to the certificate of occupancy permitting such use. Tenant Improvements shall engage Landlord’s expeditor, Millrose Associates, to seek such amendment, and that the obtaining of the same Landlord shall be Tenant's responsibility (provided that Contractor shall submit its license number with the plans and shall also submit proof of liability insurance if required by the City of Livermore); further, Landlord shall, in any event, cooperate with Tenant in and such expeditor by executing permit applications applications, and performing other ministerial acts reasonably necessary to enable Tenant to obtain any providing information and plans such permits. No changes, modifications or alterations in the Approved Tenant Improvement Plans as may be made in Landlord’s possession, all without the prior written consent of Landlord, which shall not be unreasonably withheld, provided that if a proposed change would directly or indirectly delay the "SUBSTANTIAL COMPLETION" of Landlord's Work as that term is defined in Article 8 of the Lease, liability to Landlord may proceed to establish a Tenant Delay pursuant to Section 4 hereofand at Tenant’s sole but reasonable expense.