Common use of ALTERATIONS - ADDITIONS Clause in Contracts

ALTERATIONS - ADDITIONS. (i) Lessee shall make all alterations, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for the benefit of the Lessor and the Lender in form and substance reasonably satisfactory to the Lessor, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:

ALTERATIONS - ADDITIONS. (i) Lessee The LESSEE shall make all alterationsdesign, renovationsconstruct and maintain such tenant improvements as it may require, modifications or improvements at LESSEE'S sole cost, and subject to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent approval of Lessorplans by the LESSOR, which approval shall not to be unreasonably withheld or delayed. Thereafter LESSEE may make alterations and additions provided the LESSOR consents thereto in writing. LESSOR shall respond within five business days of receipt of LESSEE'S plans. All such allowed alterations shall be at LESSEE'S expense and shall be in quality at least equal to the approved construction. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and Lessee material furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall have delivered cause any such lien to Lessor security for be released of record forthwith without cost to LESSOR. Any alterations or improvements made by the benefit LESSEE shall become the property of the Lessor LESSOR at the termination of occupancy as provided herein except for LESSEE'S trade improvements, alterations, installations, fixtures and equipment which shall remain the Lender in form LESSEE'S property and substance reasonably satisfactory to shall be removed by LESSEE upon termination of the Lessor, and in amounts at all times sufficient (and which may be appliedLease, with the consent prompt repair by LESSEE of Lessor any and Lender) all damages occasioned by their removal. To confirm the foregoing, LESSEE will submit its plans for any alteration or improvement to complete LESSOR in writing before installation with a request for removal at LESSEE'S expense upon termination of this lease, and LESSOR'S approval of such Alteration. Lessee's right to make Alterations is subject to request, shall be on the conditions that:condition that LESSEE shall restore and repair all damages caused by the removal.

ALTERATIONS - ADDITIONS. (a) At any time, so long as no Event of Default has occurred, and no Special Incipient Default then exists, the Lessee may, at its own expense, make Additional Improvements to the Property; provided, however, that (i) Lessee shall make all alterations, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part fair market value of the Property (collectivelyshall not be lessened thereby, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time such work shall be completed in a good and workmanlike manner free and clear of an Alteration maintains a Credit Rating of Investment Grade any Liens for labor, services or highermaterials (subject to Section 18 hereof) and in compliance with all applicable Legal Requirements and Insurance Requirements, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) structural integrity of the Purchase Price Improvements shall not be impaired thereby, and (iv) any "Material Improvements" (as defined below) shall have been approved in writing by Agent prior to commencement thereof (which approval shall not be unreasonably withheld or delayed). "Additional Improvements" means additions or alterations of the PropertyImprovements made by or for the Lessee and "Material Improvements" means Additional Improvements which have a cost in excess of $350,000.00 (for this purpose related segments of Additional Improvements on any given Parcel (but not similar activities occurring on separate Parcels) shall be aggregated). The installation or modification of Lessee's Equipment inside any Improvements will not be treated as Additional Improvements for purposes hereof. The Lessee shall be permitted, with Lessor's and Lender's prior consent, the consent of the Agent (which consent shall not be unreasonably withheld; (iv) In ), at any time during, or upon the event Lessee expiration or termination of, the Term, and at its sole cost and expense, to remove any such Additional Improvements to the Property; provided, however, that, in the reasonable discretion of Agent, such removal shall not then maintain a Credit Rating impair the use or reduce the fair market value of Investment Grade or higher, Lessee the Property below its fair market value on commencement of the Term and that such removal shall not have cause a violation of any Legal Requirement or Insurance Requirement. Any damage to the right Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or part thereof shall be restored to make its condition (or the reasonable equivalent thereof) as it existed immediately prior to the construction of such Additional Improvements, at the Lessee's sole cost and expense. The Lessee may place upon the Property or any Alteration not required by Applicable Laws part thereof any inventory, fixtures, machinery, equipment or Regulations other property belonging to the cost Lessee or third parties and remove the same at any time during the Term and at the request of which exceeds $250,000 the Lessor or Agent shall remove the same at the expiration or termination hereof unless the Lessee shall have received purchased the prior written consent of Lessor, not Property pursuant to the terms hereof; provided that any damage to the Property or any part thereof caused by such removal shall promptly be unreasonably withheld or delayed, and repaired by the Lessee shall have delivered to Lessor security for the benefit of the Lessor and the Lender in form and substance reasonably satisfactory Property or such part thereof shall be restored to its condition (or the reasonable equivalent thereof) as it existed immediately prior to the Lessorplacement of any such property upon the Property, and in amounts all at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:sole cost and expense.

ALTERATIONS - ADDITIONS. (ia) During the Term, Lessee shall make all alterations, renovations, modifications modifications, additions or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement rearrangement of the ImprovementsImprovements ("Alterations"), which are required by Applicable Law. In addition, Lessee may make any Alterations (which may include, without limitation, destruction or demolition of existing Improvements Improvements) without Lessor's consent, provided that: (provided that i) the cost of such Alterations (including any related destruction or demolition) is reasonably expected to be less than 15% of Lessor's Purchase Price; (ii) no Material Default has occurred and is continuing; and (iii) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations, assuming the Leased Property was in the condition required by this Lease, or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30. (b) Lessee may also make Alterations (which may include, without limitation, destruction or demolition does not reduce of existing Improvements), the number cost of rentable square feet which are reasonably expected to be equal to or greater than 15% of the Improvements) and Lessor's Purchase Price, without Lessor's consent (including, without limitation, Alterations which involve a complete re-construction reconstruction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"Leased Property), ----------- which are provided that: (i) such Alterations do not decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property below the Fair Market Value, expected residual value , condition, utility or remaining economic useful life of the Leased Property immediately prior to the Alterations (assuming the Leased Property was in the condition required by Applicable Laws and Regulations.this Lease) or cause the Leased Property to be characterized as "limited use property" as defined in Revenue Procedure 76-30; (ii) Provided Lessee at has delivered to Lessor the time plans and specifications relating to the proposed Alteration and an Officer's Certificate which includes an estimate of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent such Alterations and states that such Alterations can be completed prior to the earlier of (10%A) or less three years after commencement of such Alterations and (B) ONE HUNDRED EIGHTY (180) days prior to the expiration of the Purchase Price of the Property, without Lessor's and Lender's consent;Term; and (iii) Provided Lessee at the time of an Alteration maintains a either Guarantor's Credit Rating of Investment Grade shall satisfy the Minimum Credit Criteria or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for a letter of credit or other form of credit support from an entity which meets the benefit of the Lessor and the Lender Minimum Credit Criteria, which credit support shall be in form and substance reasonably satisfactory to Lessor and in an amount equal to not less than 110% of the cost of such Alterations, as indicated in the Officer's Certificate delivered pursuant to clause (ii). (c) It is understood and agreed that, so long as no Material Default shall have occurred and be continuing, Lessee shall have the right to construct on the Site, without the consent or approval of Lessor, additional buildings and in amounts at all times sufficient other facilities (and including, without limitation, gas station facilities and/or improvements) which may be appliedare not an integral part of the Improvements ("Additions"), with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:execution and delivery of easement agreements and/or shared facilities agreements between Lessee and Lessor that meet the requirements of Section 18(t) of the Participation Agreement and which agreements do not, in the reasonable judgment of Lessor, decrease (other than to a de minimis extent) the Fair Market Value, expected residual value, condition, utility or remaining economic useful life of the Leased Property, assuming the Leased Property was in the condition required by this Lease, or adversely affect Lessor's or Owner Participant's rights and interests under this Lease and the other Operative Agreements. (d) If Lessee shall make or cause to be made any Alterations or Additions, it shall do so in a good and workmanlike manner and in compliance with Applicable Law (subject to Lessee's contest rights as provided herein), and such Alterations or Additions, as the case may be, shall be free of Liens other than Permitted Liens. Whenever Lessee is making Alterations, Lessee shall commence such Alterations promptly and, once commenced, shall diligently pursue the completion of such Alterations and, in any event, shall complete such Alterations prior to the date occurring ONE HUNDRED EIGHTY (180) days before the end of the Term or within THREE (3) years after commencement of such Alterations, whichever is earlier.

ALTERATIONS - ADDITIONS. (i) Lessee Tenant shall not make all alterations, renovations, modifications any structural alterations or improvements additions to the ImprovementsPremises, includingbut may make non-structural alterations provided plans therefor prepared and stamped by a licensed architect and/or applicable engineer shall be submitted to Landlord and Landlord consents thereto in writing, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement which consent for alterations shall not be unreasonably withheld or delayed provided it does not affect the mechanical systems of the ImprovementsBuilding, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of other tenant space , or the Property exterior (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%including windows) of the Purchase Price Building, and does not detract from the continuing utility and structural integrity of the Building or the Property, with Lessor's and Lender's prior consent, which . Landlord’s consent shall not be unreasonably withheld; required for alterations of a purely cosmetic nature (ive.g. painting, carpeting, etc.) In so long as Tenant provides not less than ten (10) business days notice to Landlord and otherwise complies with the event Lessee provisions of this Section 11. All permitted alterations shall be at Tenant’s sole expense, shall comply with all applicable Codes and Ordinances and be first class using new and appropriate materials. Tenant shall not then maintain a Credit Rating of Investment Grade permit any mechanic’s or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not similar lien to be unreasonably withheld placed upon the Premises or delayedthe Property for labor or materials furnished to Tenant or claiming to have been furnished to Tenant in connection with work of any character performed or claimed to have been performed at the direction of Tenant, and Lessee Tenant shall have delivered cause any such lien to Lessor security for be released of record within seven (7) days without cost to Landlord. All fixtures, alterations and improvements made by Tenant to or at the benefit Premises shall become the property of Landlord at the Lessor termination of Tenant’s occupancy or, if requested by Landlord, shall be removed by Tenant at Tenant’s cost and the Lender in form Premises restored at the end of Tenant’s occupancy. Tenant shall indemnify Landlord and substance reasonably satisfactory hold it harmless for all loss, cost, damage and expense, including without limitation, attorneys’ fees incurred by Landlord resulting from or relating to the Lessor, Tenant’s alterations and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:additions.

ALTERATIONS - ADDITIONS. (i) Lessee Tenant shall not make all alterations, renovations, modifications any alteration of or improvements addition to the Improvements, including, Premises without limitation, construction the prior written approval of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements Landlord (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction except for work of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"decorative nature), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent . Such approval shall not be unreasonably withheld; withheld for nonstructural interior alterations, provided that (ivi) In no Building systems, structure, or areas outside of the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required Premises are affected by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayedsuch proposed alteration, and Lessee shall have delivered to Lessor security (ii) if applicable, reasonably detailed plans and specifications for the benefit construction of the Lessor work, including but not limited to any and the Lender all alterations having any impact on or affecting any electrical systems, telecommunications systems, plumbing, HVAC, sprinkler system and interior walls and partitions, are furnished to Landlord for Landlord’s approval in form advance of commencement of any work. All such alterations and substance reasonably satisfactory additions, as well as all fixtures, equipment, improvements and appurtenances installed in and affixed to the LessorPremises at the inception of this Lease term (but excluding Tenant’s trade fixtures and modular furniture systems) shall, upon installation and at Landlord’s sole option, become and remain the property of Landlord. All such alterations and additions shall be maintained by Tenant in the same manner and order as Tenant is required to maintain the Premises generally and, at Landlord’s option, upon termination of the term hereof, shall be removed at Tenant’s cost without damage to the Premises upon surrender. Landlord’s option in the preceding sentence will be exercised by written notice to Tenant delivered within thirty (30) days after Landlord receives a request from Tenant in writing (which request may be delivered anytime during the last six (6) months of the term of this Lease). All alterations and additions by Tenant shall be performed in accordance with the plans and specifications therefor submitted to and approved by Landlord, in a good and workerlike manner and in amounts conformity with all Governmental Requirements. In addition, all such alterations and additions shall be performed at all times sufficient (Tenant’s sole cost and which may be applied, expense in strict compliance with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:requirements governing work by Tenant’s contractors as set forth below.

ALTERATIONS - ADDITIONS. (a) So long as no Event of Default shall have occurred and be continuing, the Mortgagor shall have the right, without the prior written consent of the Mortgagee, at any time and from time to time to make, cause to be made or permit the Operating Lessee to make non-structural alterations of and additions to the Premises, or any part thereof, provided, that any alteration or addition: (i) Lessee shall make all alterations, renovations, modifications or improvements to not change the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement general character of the ImprovementsPremises, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet guest rooms in the Premises by more than five percent (5%) of the Improvements) and complete re-construction total number of a facility guest rooms in the Premises prior to such alteration or any part thereof which is included as part reduce the fair market value of the Property (collectivelyPremises which would be obtained in an arm's length transaction between an informed and willing buyer and an informed and willing seller, "Alterations")under no compulsion, ----------- which are required respectively, to buy or sell, as reasonably determined by Applicable Laws and Regulations.the Administrative Agent; (ii) Provided Lessee at shall not adversely affect the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less structural integrity of the Purchase Price Premises or materially and adversely affect the operation, maintenance and management of the Property, without Lessor's and Lender's consentPremises as a hotel in accordance with Section 5.03 of the Credit Agreement; (iii) Provided Lessee at shall be effected in a good and workmanlike manner and in compliance in all material respects with, and only to the time extent permitted by, all laws, rules, regulations, codes, ordinances, permits and licenses, the Management Agreement, the Franchise Agreement, any ground lease and the Leases; (iv) shall be promptly and fully paid for, or caused to be paid for, by the Mortgagor or the Operating Lessee, as the case may be; and (v) costing more than an aggregate, together with all other additions and alterations, of $250,000 in any one year shall be made (A) only after the Mortgagor shall have given the Mortgagee notice thereof, (B) under the supervision of an Alteration maintains a Credit Rating architect or engineer of Investment Grade recognized standing and expertise in the supervision of alterations or higher, Lessee may make any Alteration not required by Applicable Laws additions similar in nature to the proposed alterations or additions and Regulations, (C) only after the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentMortgagee shall have consented in writing thereto, which consent shall not be unreasonably withheld; (iv) In withheld or delayed. All alterations of and additions to the event Lessee Premises owned by the Mortgagor shall not then maintain immediately become and shall remain a Credit Rating part of Investment Grade or higherthe Mortgaged Property, Lessee subject to the conveyance and lien of this Mortgage. Except as otherwise provided in this Section 10, the Mortgagor shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received not, without the prior written consent of Lessorthe Mortgagee, not alter, add to or otherwise do any construction on, in or about the Premises, or permit any of the foregoing to be unreasonably withheld or delayed, done. The Mortgagor shall maintain adequate books and Lessee shall have delivered to Lessor security for the benefit records of all improvements and alterations of the Lessor Premises, including drawings marked to reflect as-built conditions, substitutions and approved changes. At the Lender in form and substance reasonably satisfactory Mortgagee's request, the Mortgagor shall provide copies of all such documentation to the LessorMortgagee, at the Mortgagor's sole cost and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:expense.

ALTERATIONS - ADDITIONS. (i) Lessee The LESSEE shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsLeased Premises, includingbut may make non-structural alterations and improvements, without limitationprovided the LESSOR consents thereto in advance in writing in each instance, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvementsno consent will be needed for any alterations less than $15,000) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent shall not be unreasonably withheld; (iv) In withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. All such allowed alterations or additions shall be at LESSEE's expense and shall be in quality at least equal to the event Lessee present construction. LESSEE shall not then maintain a Credit Rating permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the work of Investment Grade any character performed or higherclaimed to have been performed at the direction of LESSEE, Lessee and shall not have the right to make cause any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not such lien to be unreasonably withheld released of record forthwith without cost to LESSOR. Any alterations, additions or delayedimprovements made by the LESSEE, except for moveable partitions and Lessee furnishings, installed at the LESSEE's cost, shall have delivered to Lessor security for become the benefit property of the Lessor LESSOR at the termination of the Lease as provided herein. With respect to all such LESSEE work, LESSEE further agrees as follows: that such work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the Lender LESSOR agreeing to join in form any application therefor at the LESSEE's expense, whenever necessary) and substance reasonably satisfactory to the Lessorall such work shall be done in a good and workmanlike manner in compliance with building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in amounts accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such work shall be prosecuted with reasonable dispatch to completion; that at all times sufficient when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of LESSEE and LESSOR) in coverages reasonably approved by LESSOR; and that such work of LESSEE shall be coordinated with any work being performed by LESSOR and other tenants of the building in which may be applied, the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the consent operation of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:Building or the Complex or the construction work of others.

ALTERATIONS - ADDITIONS. (ia) Lessee Other than the Tenant Improvements, the construction of which shall be governed by Paragraph 3.3, the SUBLESSEE shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsLeased Premises, including, without limitation, construction of new facilities with respect thereto but may make non-structural alterations and expansion and re-arrangement of improvements costing less than fifty thousand ($50,000.00) dollars in the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition aggregate which does not reduce in any way affect the number Building systems and for which it has provided SUBLESSOR with plans and specifications for such work at least five (5) days prior to commencement of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee such alterations. SUBLESSEE may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is non-structural improvements costing more than ten percent fifty thousand (10%$50,000.00) of dollars in the Purchase Price of aggregate which does not affect Building systems, provided the Property, with Lessor's and Lender's prior consentSUBLESSOR consents thereto in advance in writing in each instance, which consent shall not be unreasonably withheld;withheld or delayed so long as SUBLESSOR is furnished with detailed plans and specifications to be reasonably approved by SUBLESSOR. Failure to disapprove any such plans within fifteen (15) business days of receipt of such plans shall be deemed approval. All such allowed alterations or additions shall be at SUBLESSEE'S sole cost and expense and shall be in quality at least equal to the Tenant Improvement construction referred to in Paragraph 3.3. (ivb) In the event Lessee SUBLESSEE shall not then maintain a Credit Rating permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to SUBLESSEE or claimed to have been furnished to SUBLESSEE in connection with the work of Investment Grade any character performed or higherclaimed to have been performed at the direction of SUBLESSEE, Lessee and shall cause any such lien to be released of record or sufficiently bonded forthwith without cost to SUBLESSOR. Any alterations, additions or improvements made by the SUBLESSEE, pursuant to this Paragraph 11, except for equipment, moveable partitions and furnishings identified in writing as such at the time SUBLESSEE seeks consent from SUBLESSOR to perform such non-structural alterations, leased or installed at the SUBLESSEE'S cost, shall become the property of the SUBLESSOR at the termination of the SUBLEASE as provided herein. (c) Anything herein or in the Prime Lease to the contrary notwithstanding, all business and trade fixtures, machinery and equipment (including, without limitation, scientific and business equipment and installations); communications and office equipment, whether or not have attached to or built into the right Premises; and all furniture, furnishing and other movable articles of personal property owned by SUBLESSEE and located in the Premises (all of which are herein referred to make as "Sublessee's Property") shall remain the property of SUBLESSEE and may be removed by SUBLESSEE or any Alteration not required person claiming under SUBLESSEE at any time or times during the Lease Term, and may be removed by Applicable Laws SUBLESSEE at the expiration or Regulations earlier termination of the Lease Term. Upon any removal by SUBLESSEE of SUBLESSEE's Property, SUBLESSEE shall repair or pay the cost of repairing any damage to the Premises or the Building occasioned by such removal and shall restore or pay the cost of restoring the Leased Premises to the condition which exceeds $250,000 unless Lessee shall have received existed after the prior written consent of Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for the benefit completion of the Lessor Tenant's improvements or any approved alteration or addition, as the case may be. With respect to all such SUBLESSEE work, SUBLESSEE further agrees as follows: that such work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the Lender SUBLESSOR agreeing to join in form any application therefor at the SUBLESSEE'S expense, whenever necessary) and substance reasonably satisfactory to the Lessorall such work shall be done in a good and workmanlike manner in compliance with building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in amounts accordance with the requirements and policies issued by any insurer of SUBLESSOR or SUBLESSEE; that all such work shall be prosecuted with reasonable dispatch to completion; that at all times sufficient when any such work is in progress, SUBLESSEE shall maintain or cause to be maintained adequate workmen's compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against SUBLESSOR, the SUBLESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of SUBLESSEE and which may SUBLESSOR, in coverages reasonably approved by SUBLESSOR; and that all such work of SUBLESSEE shall be applied, coordinated with any work being performed in the Building in such manner as to maintain harmonious labor relations and not to interfere with the consent operation of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:Building or the Complex or the construction work of others.

ALTERATIONS - ADDITIONS. (i) Lessee The LESSEE shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsLeased Premises, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws nonstructural alterations and Regulations, the improvements having an aggregate cost of which is ten percent less than five thousand (10%$5,000.00) or less of the Purchase Price of the Property, dollars without Lessor's and LenderLESSOR's consent; (iii) Provided Lessee at . All other nonstructural alterations and improvements may be made to the time of an Alteration maintains a Credit Rating of Investment Grade or higherLeased Premises by LESSEE, Lessee may make any Alteration not required by Applicable Laws and Regulations, provided the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLESSOR consents thereto in advance in writing in each instance, which consent shall not be unreasonably withheld; , conditioned or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. All such allowed alterations or additions shall be at LESSEE's expense (ivexcept to the extent of LESSOR's tenant improvement allowances as defined in Paragraph 3.2.1 above) In and shall be in quality at least equal to the event Lessee present first floor construction (although second floor construction does not require dropped ceilings if LESSEE so decides). LESSEE shall not then maintain a Credit Rating permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of Investment Grade any character performed or higherclaimed to have been performed at the direction of LESSEE, Lessee and shall not have the right to make cause any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not such lien to be unreasonably withheld released of record or delayedbonded-off in a manner acceptable to LESSOR and its title insurance company forthwith without cost to LESSOR. Any alterations, or improvements made by the LESSEE, except for moveable partitions and Lessee furnishings, installed at the LESSEE's cost, shall have delivered to Lessor security for become the benefit property of the Lessor LESSOR at the termination of Lease as provided herein. With respect to all such LESSEE work, LESSEE further agrees as follows: that such work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the Lender LESSOR agreeing to join in form any application therefor at the LESSEE's expense, whenever necessary) and substance reasonably satisfactory to the Lessorall such work shall be done in a good and workmanlike manner in compliance with building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in amounts accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such work shall be prosecuted with reasonable dispatch to completion; that at all times sufficient when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate worker's compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of LESSEE and LESSOR) in coverages reasonably approved by LESSOR; and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other tenants of the building in which may be applied, the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the consent operation of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:Building or the Complex or the construction work of others.

ALTERATIONS - ADDITIONS. (ia) The Lessee shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsPremises, including, without limitation, construction roof cuts, punctures and penetrations of new facilities with respect thereto any kind, except as necessary to install HVAC or cooling equipment and expansion vents and re-arrangement of the Improvementsducts, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulationsnon-structural alterations, provided that, in each instance, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLessor consents thereto in writing, which consent shall not be unreasonably withheld;withheld or delayed. All such allowed alterations, shall be at Lessee's expense and shall be in quality at least equal to the present construction. Lessee shall not permit any mechanics' liens, or similar liens, to remain upon the Premises for labor and material furnished to Lessee or claimed to have been furnished to Lessee in connection with work of any character performed or claimed to have been performed at the direction of Lessee and shall cause any such lien to be released of record forthwith without cost to Lessor nor shall any improvements be subject to any security interest or lien of any kind. Any alterations or improvements made by the Lessee shall become the property of the Lessor at the termination of occupancy as provided herein, excluding moveable and semi-moveable (i) trade fixtures and (ii) equipment (including special HVAC units and other equipment for clean rooms and telecommunications equipment) and other personal property which shall remain the property of the Lessee and which it may remove, provided (i) it repairs any damages caused by such removal, (ii) it conducts such repairs in a fashion which does not impair any roof warranty then existing and (iii), with regard to trade fixtures and any other property affixed to the Building, it is not then in default in the payment of Base or Additional Rent. (ivb) All leasehold improvements constructed by Lessee within the Premises shall be done in accordance with plans and specifications first approved by Lessor, which approval shall not be unreasonably withheld, delayed or conditioned. Lessee shall submit to Lessor for Lessor's reasonable approval all plans and specifications for Lessee's construction of any leasehold improvements, alterations or additions in or to any part of the Premises. Lessor shall review such plans and specifications as submitted within five (5) business days after the receipt thereof and shall notify Lessee if Lessor approves or disapproves such plans and specifications. If Lessor disapproves such plans, Lessor shall specify the reasons for its disapproval of any aspect of such plans. Lessee shall prepare any revisions to such plans and specifications which may be necessary as a result of Lessor's disapproval and shall submit them for Lessor's approval or disapproval which Lessor shall give within three (3) business days. Lessor and Lessee shall initial the plans and specifications after the same have been submitted by Lessee and finally approved by Lessor. Lessee agrees that Lessee's construction shall be built in substantial accordance with such final plans and specifications and agrees to obtain from its architect, certificates, from time to time, that such final plans and specifications meet all federal, state and local governmental requirements, including, without limitation, all applicable zoning laws, building codes, environmental codes, rules, ordinances or regulations, and any applicable laws and regulations regarding accommodations for handicapped persons. Lessor shall not be deemed unreasonable for withholding approval of any improvements, alterations or additions which, when completed, will (i) materially adversely affect any structural or exterior mechanical, plumbing, HVAC, electrical or other exterior elements of the Building, or (ii) will increase the cost of construction or of insurance or taxes on the Building or the Premises, unless Lessee agrees in writing to pay all such costs. Lessee shall provide Lessor with a full set of as-built plans for the Premises so improved upon completion of such improvements. In the event Lessor has not approved or disapproved plans and specifications in writing within the time periods set forth above, such plans and specifications shall be conclusively deemed approved. Notwithstanding the provisions of the above paragraphs, the Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have be obligated to notify and obtain the right to make any Alteration not required by Applicable Laws or Regulations consent from the Lessor if (i) the cost of a particular improvement does not exceed $25,000.00 or (ii) a particular improvement is non-structural and does not involve the installation of any fixtures. Lessor's consent is hereby given to Lessee's alterations as described in Exhibit C attached hereto relating to special HVAC units to be installed on the roof and the installation of ducts and vents for Lessee's clean rooms. Lessor shall make roof access available to the Lessee for such purposes to meet the reasonable needs of the Lessee. Lessor's consent is further given to Lessee to install a back-up electrical generator along the northern wall of the addition. (c) All construction work in the Premises shall be done by in a good and workmanlike manner and in compliance with the Lease, all applicable laws and ordinances, regulations and orders of governmental authority and insurers of the Building or the Premises. Before Lessee begins any work, it shall secure all licenses and permits necessary therefor and cause each contractor to carry (1) workmen's compensation insurance in statutory amounts covering all the contractor's and subcontractors employees, and (2) comprehensive public liability per occurrence insurance with limits of $1,000,000, with property damage insurance with limits of not less than $1,000,000 per occurrence (all such insurance to be written in companies approved by Lessor and insuring Lessor and Lessee as well as the contractors). Lessee agrees to pay promptly when due the entire cost of any work done in the premises by Lessee, its agents, employees or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection with its work to attach to the Premises and immediately to discharge any such liens which exceeds $250,000 unless may attach. Lessor may inspect the work at any time in compliance with the provisions of Section 15. Lessee shall have received indemnify Lessor and hold it harmless from and against any cost, claim, or liability arising from any work done by or at the prior written consent direction of Lessee. All work shall be done so as to avoid unreasonable interference with other tenants and with Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for the benefit 's operation of the Lessor and the Lender in form and substance reasonably satisfactory to the Building or other construction work being done by Lessor, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:.

ALTERATIONS - ADDITIONS. (i) Lessee Tenant shall not make all alterations, renovations, modifications structural alterations or improvements additions to the Improvementsdemised premises, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulations, non-structural alterations provided the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLandlord consents thereto in writing, which consent shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed. All such allowed alterations shall be at Tenant’s expense and shall be in quality at least equal to the present construction. Tenant shall not permit any mechanics liens, or similar liens, to remain upon the demised premises for labor and Lessee material furnished to Tenant or claimed to have been furnished to Tenant in connection with work of any character performed or claimed to have been performed at the direction of Tenant and shall have delivered cause any such lien to Lessor security for be released of record forthwith without cost to Landlord. Any additions, alterations or improvements made by the benefit Tenant shall become the property of the Lessor Landlord at the termination of occupancy, as provided herein; unless Landlord requires that the tenant remove the same or agrees in writing at the time consent is requested that the Tenant may remove the same at the expiration of the term. With respect to any additions, alterations or improvements to be” made by Tenant, Tenant agrees to carry appropriate builder’s risk insurance, liability insurance, xxxxxxx’x compensation insurance and in addition, any other insurance coverage reasonably requested by Landlord, specifically naming Landlord as an additional insured, as its interest may appear or, in the Lender alternative, Tenant agrees to require similar coverage to be carried by any independent contractor performing additions, alterations or improvements on the demised premises, and, in form all events Tenant agrees to indemnify and substance reasonably satisfactory hold harmless Landlord from any damage to the Lessordemised premises, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:building and/or from and against all claims for damages allegedly insured by Tenant or by third parties for work done pursuant to this Section.

ALTERATIONS - ADDITIONS. (i) Lessee The LESSEE shall not make all alterations, renovations, modifications structural ----------------------- alterations or improvements additions to the ImprovementsLeased Premises, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws nonstructural alterations and Regulationsimprovement, provided the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLESSOR consents thereto in advance in writing in each instance, which consent shall not be unreasonably withheld; (iv) In withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. All such allowed alterations or additions shall be at LESSEE's expense and shall be in quality at least equal to the event Lessee present construction. LESSEE shall not then maintain a Credit Rating permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the work of Investment Grade any character performed or higherclaimed to have been performed at the direction of LESSEE, Lessee and shall not have the right to make cause any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not such lien to be unreasonably withheld released of record forthwith without cost to LESSOR. Any alterations, additions or delayedimprovements made by the LESSEE, except for moveable partitions and Lessee furnishings, installed at the LESSEE's cost, shall have delivered to Lessor security for become the benefit property of the Lessor LESSOR at the termination of the Lease as provided herein. With respect to all such LESSEE work, LESSEE further agrees as follows: that such work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the Lender LESSOR agreeing to join in form any application therefor at the LESSEE's expense, whenever necessary) and substance reasonably satisfactory to the Lessorall such work shall be done in a good and workmanlike manner in compliance with building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in amounts accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such work shall be prosecuted with reasonable dispatch to completion; that at all times sufficient when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of LESSEE and LESSOR) in coverages reasonably approved by LESSOR: and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other tenants of the building in which may be applied, the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the consent operation of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:Building or the Complex or the construction work of others.

ALTERATIONS - ADDITIONS. (i) Lessee The Sublessee shall not make all alterationsstructural alterations or additions to Premises, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulations, non-structural alterations provided the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentSublessor consents thereto in writing, which consent shall not be unreasonably withheld; (iv) In withheld or delayed. All such allowed alterations shall be at Sublessee's expense and shall be in quality at least equal to the event Lessee present construction. Sublessee shall not then maintain permit any mechanics' liens, or similar liens, to remain upon the Premises for labor furnished to Sublessee or claimed to have been furnished to Sublessee in connection with work of any character performed or claimed to have been performed at the direction of Sublessee and shall cause any such lien to be released of record forthwith without cost to Sublessor. Any alterations or improvements made by the Sublessee shall become the property of the Sublessor at the termination of occupancy as provided herein. Sublessee, as a Credit Rating condition for receiving Sublessor's approval herein, may be required to remove said improvements or alterations at the expiration or earlier termination hereof. Sublessor consents to the improvements to be performed by Sublessee as more particularly described in Attachment B hereto. Sublessee may make minor alterations (which shall be deemed to consist of Investment Grade or higher, Lessee shall not have those nonstructural alterations costing less than $10,000 in aggregate for each calendar year) without the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of LessorSublessor. In addition, Sublessee, at its own expense, shall be permitted to place interior signage in the lobby of the Building, on the doors leading to the lobby of the Building and on floors in the Building in which the Premises are contained, and two "tombstones" at the Building entrances, front and rear, subject to the consent of Landlord and the consent of Sublessor, such consent not to be unreasonably withheld or delayed, and Lessee provided said tombstones shall have delivered to Lessor security for the benefit of the Lessor and the Lender in form and substance reasonably satisfactory to the Lessor, and in amounts at meet all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:code requirements.

ALTERATIONS - ADDITIONS. (iA) Lessee The LESSEE shall not make all alterations, renovations, modifications structural alterations or improvements additions to the Improvementsleased premises, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulations, non-structural alterations provided the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLESSOR consents thereto in writing, which consent shall not be unreasonably withheld;withheld or delayed. All such allowed alterations shall be at LESSEE's expense and shall be in quality at least equal to the present construction. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the leased premises for labor and material furnished to LESSEE or claimed to have been furnished to LESSEE in connection with work of any character performed or claimed to have been performed at the direction of LESSEE and shall cause any such lien to be released of record forthwith without cost to LESSOR. Any alterations or improvements made by the LESSEE shall become the property of the LESSOR at the termination of occupancy as provided herein. (i) LESSOR agrees to construct tenant improvements, in accordance with the mutually agreeable floor plan as illustrated in Exhibit A. (ii) The LESSOR agrees that upon LESSEE'S request, LESSOR shall amortize the charges for the Tenant Improvements, up to a total of $200,000.00, over the lease term at an annual carrying charge of 10%. LESSOR will Amend this Lease to incorporate the amortized Tenant Improvements upon final pricing, and the LESSEE shall pay monthly, as additional rent, the monthly amortized amount. (iii) In the event the charges for Tenant Improvements exceed the (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higherthat LESSOR identifies that the charges for the requested Tenant Improvements will exceed the Allowance, Lessee shall not have LESSOR will identify the right excess to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the LESSEE for prior written consent of Lessor, not to be unreasonably withheld or delayedreview, and Lessee shall have delivered LESSEE shall, within five working days, accept the charges or modify the plans to Lessor security reduce the costs, (v) The LESSEE may seek comparative estimates for the benefit Tenant Improvements from a competent third party. In that event and if LESSEE demonstrates to LESSOR that the comparative estimate, was lower, but within 5% of the Lessor and the Lender in form and substance reasonably satisfactory LESSOR's charge, LESSOR shall reduce LESSOR's charges to the Lessor, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:comparative estimate.

ALTERATIONS - ADDITIONS. (i) Lessee Tenant shall not make all alterations, renovations, modifications any alteration of or improvements addition to the Improvements, including, Demised Premises without limitation, construction the prior written approval of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements Landlord (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction except for work of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"decorative nature), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consent, which consent . Such approval shall not be unreasonably withheld; withheld for nonstructural interior alteration, provided that (ivi) In no Building systems, structure, or areas outside of the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required Demised Premises are affected by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayedsuch proposed alteration, and Lessee shall have delivered to Lessor security (ii) reasonably detailed plans and specifications for the benefit construction of the Lessor work, including but not limited to any and the Lender all alterations having any impact on or affecting any electrical systems, plumbing, HVAC, sprinkler system and interior walls and partitions, are furnished to Landlord in form advance of commencement of any work. All such alterations and substance reasonably satisfactory additions, as well as all fixtures, equipment, improvements and appurtenances installed in and affixed to the LessorDemised Premises on or after the inception of this Lease term (but excluding Tenant's trade fixtures and modular furniture systems) shall, upon installation, become and remain the property of Landlord. All such alterations and additions shall be maintained by Tenant in the same manner and order as Tenant is required to maintain the Demised Premises generally and, at Landlord's option, upon termination of the term hereof (and as long as Landlord has so notified Tenant at the time the approval for such alterations is given by Landlord), shall be removed at Tenant's cost without damage to the Demised Premises upon surrender. All alterations and additions by Tenant shall be performed in accordance with the plans and specifications therefor submitted to and approved by Landlord, in a good and workerlike manner and in amounts at conformity with all times sufficient (Governmental Requirements. In addition, all such alterations and which may additions shall be applied, performed in strict compliance with the consent of Lessor and Lender) to complete such Alteration. Lesseerequirements governing work by Tenant's right to make Alterations is subject to the conditions that:contractors as set forth in Exhibit "F" hereto.

ALTERATIONS - ADDITIONS. (ia) The Lessee shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsPremises, including, without limitation, construction roof cuts, punctures and penetrations of new facilities with respect thereto any kind, except as necessary to install HVAC or cooling equipment and expansion vents and re-arrangement of the Improvementsducts, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulationsnon-structural alterations, provided that, in each instance, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLessor consents thereto in writing, which consent shall not be unreasonably withheld;withheld or delayed. All such allowed alterations, shall be at Lessee’s expense and shall be in quality at least equal to the present construction. Lessee shall not permit any mechanics’ liens, or similar liens, to remain upon the Premises for labor and material furnished to Lessee or claimed to have been furnished to Lessee in connection with work of any character performed or claimed to have been performed at the direction of Lessee and shall cause any such lien to be released of record forthwith without cost to Lessor nor shall any improvements be subject to any security interest or lien of any kind. Any alterations or improvements made by the Lessee shall become the property of the Lessor at the termination of occupancy as provided herein, excluding moveable and semi-moveable (i) trade fixtures and (ii) equipment (including special HVAC units and other equipment for clean rooms and telecommunications equipment) and other personal property which shall remain the property of the Lessee and which it may remove, provided (i) it repairs any damages caused by such removal, (ii) it conducts such repairs in a fashion which does not impair any roof warranty then existing and (iii), with regard to trade fixtures and any other property affixed to the Building, it is not then in default in the payment of Base or Additional Rent. (ivb) All leasehold improvements constructed by Lessee within the Premises shall be done in accordance with plans and specifications first approved by Lessor, which approval shall not be unreasonably withheld, delayed or conditioned. Lessee shall submit to Lessor for Lessor’s reasonable approval all plans and specifications for Lessee’s construction of any leasehold improvements, alterations or additions in or to any part of the Premises. Lessor shall review such plans and specifications as submitted within five (5) business days after the receipt thereof and shall notify Lessee if Lessor approves or disapproves such plans and specifications. If Lessor disapproves such plans, Lessor shall specify the reasons for its disapproval of any aspect of such plans. Lessee shall prepare any revisions to such plans and specifications which may be necessary as a result of Lessor’s disapproval and shall submit them for Lessor’s approval or disapproval which Lessor shall give within three (3) business days. Lessor and Lessee shall initial the plans and specifications after the same have been submitted by Lessee and finally approved by Lessor. Lessee agrees that Lessee’s construction shall be built in substantial accordance with such final plans and specifications and agrees to obtain from its architect, certificates, from time to time, that such final plans and specifications meet all federal, state and local governmental requirements, including, without limitation, all applicable zoning laws, building codes, environmental codes, rules, ordinances or regulations, and any applicable laws and regulations regarding accommodations for handicapped persons. Lessor shall not be deemed unreasonable for withholding approval of any improvements, alterations or additions which, when completed, will (i) materially adversely affect any structural or exterior mechanical, plumbing, HVAC, electrical or other exterior elements of the Building, or (ii) will increase the cost of construction or of insurance or taxes on the Building or the Premises, unless Lessee agrees in writing to pay all such costs. Lessee shall provide Lessor with a full set of as-built plans for the Premises so improved upon completion of such improvements. In the event Lessor has not approved or disapproved plans and specifications in writing within the time periods set forth above, such plans and specifications shall be conclusively deemed approved. Notwithstanding the provisions of the above paragraphs, the Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have be obligated to notify and obtain the right to make any Alteration not required by Applicable Laws or Regulations consent from the Lessor if (i) the cost of a particular improvement does not exceed $25,000.00 or (ii) a particular improvement is non-structural and does not involve the installation of any fixtures. (c) All construction work in the Premises shall be done by in a good and workmanlike manner and in compliance with the Lease, all applicable laws and ordinances, regulations and orders of governmental authority and insurers of the Building or the Premises. Before Lessee begins any work, it shall secure all licenses and permits necessary therefor and cause each contractor to carry (1) workmen’s compensation insurance in statutory amounts covering all the contractor’s and subcontractors employees, and (2) comprehensive public liability per occurrence insurance with limits of $1,000,000, with property damage insurance with limits of not less than $1,000,000 per occurrence (all such insurance to be written in companies approved by Lessor and insuring Lessor and Lessee as well as the contractors). Lessee agrees to pay promptly when due the entire cost of any work done in the premises by Lessee, its agents, employees or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection with its work to attach to the Premises and immediately to discharge any such liens which exceeds $250,000 unless may attach. Lessor may inspect the work at any time in compliance with the provisions of Section 15. Lessee shall have received indemnify Lessor and hold it harmless from and against any cost, claim, or liability arising from any work done by or at the prior written consent direction of Lessee. All work shall be done so as to avoid unreasonable interference with other tenants and with Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for the benefit ’s operation of the Lessor and the Lender in form and substance reasonably satisfactory to the Building or other construction work being done by Lessor, and in amounts at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:.

ALTERATIONS - ADDITIONS. (ia) The Lessee shall not make all alterations, renovations, modifications structural alterations or improvements additions to the ImprovementsPremises, including, without limitation, construction roof cuts, punctures and penetrations of new facilities with respect thereto any kind, except as necessary to install HVAC or cooling equipment and expansion vents and re-arrangement of the Improvementsducts, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws and Regulationsnon-structural alterations, provided that, in each instance, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLessor consents thereto in writing, which consent shall not be unreasonably withheld; withheld or delayed. All such allowed alterations, shall be at Lessee’s expense and shall be in quality at least equal to the present construction. Lessee shall not permit any mechanics’ liens, or similar liens, to remain upon the Premises for labor and material furnished to Lessee or claimed to have been furnished to Lessee in connection with work of any character performed or claimed to have been performed at the direction of Lessee and shall cause any such lien to be released of record forthwith without cost to Lessor nor shall any improvements be subject to any security interest or lien of any kind. Any alterations or improvements made by the Lessee shall become the property of the Lessor at the termination of occupancy as provided herein, excluding moveable and semi-moveable (i) trade fixtures, (ii) equipment (including special HVAC units and other equipment for clean rooms and telecommunications equipment), (iii) furniture and (iv) other personal property, all of which shall remain the property of the Lessee and which it may remove, provided (i) it repairs any damages caused by such removal, (ii) it conducts such repairs in a fashion which does not impair any roof warranty then existing and (iii), with regard to trade fixtures and any other property affixed to the Building, it is not then in default in the payment of Base Rent or Additional Rent. Lessor acknowledges that it has approved of the work and construction of the improvements to the Premises being performed by the Lessee that will facilitate and accommodate Lessee’s long-term use and occupancy of the Premises described in the work plan attached hereto as Exhibit C. (b) All leasehold improvements constructed by Lessee within the Premises shall be done in accordance with plans and specifications first approved by Lessor, which approval shall not be unreasonably withheld, delayed or conditioned. Lessee shall submit to Lessor for Lessor’s reasonable approval all plans and specifications for Lessee’s construction of any leasehold improvements, alterations or additions in or to any part of the Premises. Lessor shall review such plans and specifications as submitted within five (5) business days after the receipt thereof and shall notify Lessee if Lessor approves or disapproves such plans and specifications. If Lessor disapproves such plans, Lessor shall specify the reasons for its disapproval of any aspect of such plans. Lessee shall prepare any revisions to such plans and specifications which may be necessary as a result of Lessor’s disapproval and shall submit them for Lessor’s approval or disapproval which Lessor shall give within three (3) business days. Lessor and Lessee shall initial the plans and specifications after the same have been submitted by Lessee and finally approved by Lessor. Lessee agrees that Lessee’s construction shall be built in substantial accordance with such final plans and specifications and agrees to obtain from its architect, certificates, from time to time, that such final plans and specifications meet all federal, state and local governmental requirements, including, without limitation, all applicable zoning laws, building codes, environmental codes, rules, ordinances or regulations, and any applicable laws and regulations regarding accommodations for handicapped persons. Lessor shall not be deemed unreasonable for withholding approval of any improvements, alterations or additions which, when completed, will (i) materially adversely affect any structural or exterior mechanical, plumbing, HVAC, electrical or other exterior elements of the Building, or (ii) will increase the cost of construction or of insurance or taxes on the Building or the Premises, unless Lessee agrees in writing to pay all such costs. Lessee shall provide Lessor with a full set of as-built plans for the Premises so improved upon completion of such improvements. In the event Lessor has not approved or disapproved plans and specifications in writing within the time periods set forth above, such plans and specifications shall be conclusively deemed approved. There shall be no fee paid by Lessee to Lessor in connection with the construction of such leasehold improvements, alterations or additions. Notwithstanding the provisions of the above paragraphs, the Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have be obligated to notify and obtain the right to make any Alteration not required by Applicable Laws or Regulations consent from the Lessor if (i) the cost of a particular improvement does not exceed $250,000.00 or (ii) a particular improvement is non-structural and does not involve the installation of any fixtures. (c) All construction work in the Premises shall be done in a good and workmanlike manner and in compliance with the Lease, all applicable laws and ordinances, regulations and orders of governmental authority and insurers of the Building or the Premises. Before Lessee begins any work, it shall secure all licenses and permits necessary therefor and cause each contractor to carry (1) workmen’s compensation insurance in statutory amounts covering all the contractors and subcontractors employees, and (2) comprehensive public liability per occurrence insurance with limits of $1,000,000, with property damage insurance with limits of not less than $1,000,000 per occurrence (all such insurance to be written in companies approved by Lessor and insuring Lessor and Lessee as well as the contractors). Lessee agrees to pay promptly when due the entire cost of any work done in the premises by Lessee, its agents, employees or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection with its work to attach to the Premises and immediately to discharge any such liens which exceeds $250,000 unless may attach. Lessor may inspect the work at any time in compliance with the provisions of Section 15. Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, and Lessee shall have delivered to Lessor security for the benefit of the indemnify Lessor and hold it harmless from and against any cost, claim, or liability arising from any work done by or at the Lender in form and substance reasonably satisfactory to the Lessor, and in amounts at all times sufficient (and which may be applied, with the consent direction of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:.

ALTERATIONS - ADDITIONS. (i) Lessee The LESSEE shall not make all alterations, renovations, modifications structural ----------------------- alterations or improvements additions to the ImprovementsLeased Premises, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee but may make any Alteration not required by Applicable Laws nonstructural alterations and Regulationsimprovements, provided the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) of the Purchase Price of the Property, with Lessor's and Lender's prior consentLESSOR consents thereto in advance in writing in each instance, which consent shall not be unreasonably withheld; (iv) In withheld or delayed provided that LESSOR is furnished with detailed plans and specifications reasonably approved by LESSOR. Notwithstanding the event Lessee foregoing, LESSEE shall not then maintain a Credit Rating of Investment Grade be required to obtain LESSOR's consent (but will provide LESSOR with prior written notice of, and to the extent required, permits for) any alterations to the Leased Premises by LESSEE that (i) cost less than Ten Thousand Dollars ($10,000), (ii) do not affect the electrical, mechanical, plumbing, sewage, heating, ventilating or higherair conditioning systems serving the Building, Lessee and (iii) are not structural in nature. All such allowed alterations or additions shall be at LESSEE's expense and shall be in quality at least equal to the present construction. LESSEE shall not permit any mechanics' liens, or similar liens, to remain upon the Leased Premises for labor and materials furnished to LESSEE or claimed to have been furnished to LESSEE in connection with the right work of any character performed or claimed to make have been performed at the direction of LESSEE, and shall cause any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not such lien to be unreasonably withheld released of record forthwith without cost to LESSOR. Any alterations, additions or delayedimprovements made by the LESSEE, except for moveable partitions and Lessee furnishings, installed at the LESSEE's cost, shall have delivered to Lessor security for become the benefit property of the Lessor LESSOR at the termination of the Lease as provided herein. With respect to all such LESSEE work, LESSEE further agrees as follows: that such work shall commence only after all required municipal and other governmental permits and authorizations have been obtained (the Lender LESSOR agreeing to join in form any application therefor at the LESSEE's expense, whenever necessary) and substance reasonably satisfactory to the Lessorall such work shall be done in a good and workmanlike manner in compliance with building and zoning laws and with all other laws, ordinances, regulations and requirements of all federal, state and municipal agencies, and in amounts accordance with the requirements and policies issued by any insurer of LESSOR or LESSEE; that all such work shall be prosecuted with reasonable dispatch to completion; that at all times sufficient when any such work is in progress, LESSEE shall maintain or cause to be maintained adequate workers' compensation insurance for those employed in connection therewith with respect to whom death or injury claims could be asserted against LESSOR, the LESSEE or the Leased Premises and comprehensive general liability or builder's risk insurance (for mutual benefit of LESSEE and LESSOR) in coverages reasonably approved by LESSOR: and that all such work of LESSEE shall be coordinated with any work being performed by LESSOR and other tenants of the Building in which may be applied, the work is taking place in such manner as to maintain harmonious labor relations and not to interfere with the consent operation of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:Building or the Complex or the construction

ALTERATIONS - ADDITIONS. 10.7.1 For each and every alteration, addition or improvement Tenant wishes to make, Tenant shall first (i) Lessee shall make all alterationssubmit to Landlord a detailed description thereof, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) obtain Landlord's written approval thereof. Provided Lessee at that the time of an Alteration maintains a Credit Rating of Investment Grade proposed alteration, addition or higher, Lessee may make improvement does not in Landlord's judgment involve any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of material modification to the Property's exterior or its external appearance, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higherits structural, Lessee may make any Alteration not required by Applicable Laws and Regulationsmechanical, the cost of which is more than ten percent (10%) of the Purchase Price of the PropertyHVAC, with Lessor's and Lender's prior consentelectrical, which consent or plumbing systems or components, such approval shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, but may be conditioned upon compliance with reasonable requirements of Landlord. Landlord may withhold its approval in its absolute and Lessee sole discretion with respect to each such alteration, addition or improvement which Landlord determines involves any modification to the Property's exterior or its external appearance, or its structural, electrical, mechanical, HVAC or plumbing systems or any components thereof. 10.7.2 Tenant shall have delivered not permit any financing statement or statements to Lessor security for the benefit be filed with respect to any of the Lessor and the Lender in form and substance reasonably satisfactory Tenant Work or any alterations, additions or improvements made by Tenant. All fixtures attached to the LessorPremises (other than Tenant's trade and business fixtures and equipment) shall, unless Landlord gives Tenant notice to remove them, remain at the Premises at the expiration or sooner termination of this Lease and in amounts become the property of Landlord without payment therefor or, at Landlord's option, after notice to Tenant, any or all times sufficient (and of the foregoing which may be applieddesignated by Landlord in such removal notice shall be removed at the sole cost of Tenant before such expiration or sooner termination and in such event, Tenant shall repair all damage to the Premises caused by the installation or removal thereof, and shall restore the Premises to its original improved condition (ordinary wear and tear excepted), on or before the expiration or termination of this Lease. Should Tenant fail to remove the same or restore the Premises, Landlord may cause same to be removed and/or the Premises to be restored at Tenant's expense, and Tenant hereby agrees to pay Landlord the actual cost of such removal and/or restoration, together with any and all damages which Landlord may suffer and sustain by reason of the failure of Tenant to remove the same and/or restore the Premises as herein provided. 10.7.3 All such alterations, additions or improvements shall be performed at Tenant's cost (including, without limitation, the costs of permits therefor) by Landlord or one or more contractors reasonably approved by Landlord and Tenant, and shall be subject to all applicable requirements of Section 7 hereof. 10.7.4 Tenant shall not place, or cause or allow to be placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Premises and/or the Property, without the prior written consent of Lessor Landlord which may be withheld in its sole discretion, excepting only such signs and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:like which are located exclusively within the Premises and are not visible in or extend into any common area of the Property.

ALTERATIONS - ADDITIONS. 10.7.1. For each and every alteration, addition or improvement Tenant wishes to make, Tenant shall first (i) Lessee shall make all alterationssubmit to Landlord a detailed description thereof, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part of the Property (collectively, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) obtain Landlord's written approval thereof. 10.7.2. Provided Lessee at that the time of an Alteration maintains a Credit Rating of Investment Grade proposed alteration, addition or higher, Lessee may make improvement does not in Landlord's judgment involve any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of material modification to the Property's exterior or its external appearance, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higherits structural, Lessee may make any Alteration not required by Applicable Laws and Regulationsmechanical, the cost of which is more than ten percent (10%) of the Purchase Price of the PropertyHVAC, with Lessor's and Lender's prior consentelectrical, which consent or plumbing systems or components, such approval shall not be unreasonably withheld; (iv) In the event Lessee shall not then maintain a Credit Rating of Investment Grade or higher, Lessee shall not have the right to make any Alteration not required by Applicable Laws or Regulations the cost of which exceeds $250,000 unless Lessee shall have received the prior written consent of Lessor, not to be unreasonably withheld or delayed, but may be conditioned upon compliance with reasonable requirements of Landlord. 10.7.3. Landlord may withhold its approval in its absolute and Lessee sole discretion with respect to each such alteration, addition or improvement which Landlord determines involves any modification to the Property's exterior or its external appearance, or its structural, electrical, mechanical, HVAC or plumbing systems or any components thereof. 10.7.4. Tenant shall have delivered not permit any financing statement or statements to Lessor security for the benefit be filed with respect to any of the Lessor and the Lender in form and substance reasonably satisfactory Tenant Work or any alterations, additions or improvements made by Tenant. All fixtures attached to the LessorPremises (other than Tenant's trade and business fixtures and equipment) shall, unless Landlord gives Tenant notice to remove them, remain at the Premises at the expiration or sooner termination of this Lease and in amounts become the property of Landlord without payment therefor or, at Landlord's option, after notice to Tenant, any or all times sufficient (and of the foregoing which may be applieddesignated by Landlord in such removal notice shall be removed at the sole cost of Tenant before such expiration or sooner termination and in such event, Tenant shall repair all damage to the Premises caused by the installation or removal thereof, and shall restore the Premises to its original improved condition (ordinary wear and tear excepted), on or before the expiration or termination of this Lease. Should Tenant fail to remove the same or restore the Premises, Landlord may cause same to be removed and/or the Premises to be restored at Tenant's expense, and Tenant hereby agrees to pay Landlord the actual cost of such removal and/or restoration, together with any and all damages which Landlord may suffer and sustain by reason of the failure of Tenant to remove the same and/or restore the Premises as herein provided. 10.7.5. All such alterations, additions or improvements shall be performed at Tenant's cost (including, without limitation, the costs of permits therefor) by Landlord or one or more contractors reasonably approved by Landlord and Tenant, and shall be subject to all applicable requirements of Section 7 hereof. 10.7.6. Tenant shall not place, or cause or allow to be placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Premises and/or the Property, without the prior written consent of Lessor Landlord which may be withheld in its sole discretion, excepting only such signs and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:like which are located exclusively within the Premises and are not visible in or extend into any common area or elevator lobby of the Building.

ALTERATIONS - ADDITIONS. (a) At any time, so long as no Event of Default has occurred, and no Special Incipient Default then exists, the Lessee may, at its own expense, make Additional Improvements to the Property; provided, however, that (i) Lessee shall make all alterations, renovations, modifications or improvements to the Improvements, including, without limitation, construction of new facilities with respect thereto and expansion and re-arrangement of the Improvements, destruction or demolition of existing Improvements (provided that such destruction or demolition does not reduce the number of rentable square feet of the Improvements) and complete re-construction of a facility or any part thereof which is included as part fair market value of the Property (collectivelyshall not be lessened thereby, "Alterations"), ----------- which are required by Applicable Laws and Regulations. (ii) Provided Lessee at the time such work shall be completed in a good and workmanlike manner free and clear of an Alteration maintains a Credit Rating of Investment Grade any Liens for labor, services or highermaterials (subject to Section 18 hereof) and in compliance with all applicable Legal Requirements and Insurance Requirements, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is ten percent (10%) or less of the Purchase Price of the Property, without Lessor's and Lender's consent; (iii) Provided Lessee at the time of an Alteration maintains a Credit Rating of Investment Grade or higher, Lessee may make any Alteration not required by Applicable Laws and Regulations, the cost of which is more than ten percent (10%) structural integrity of the Purchase Price Improvements shall not be impaired thereby, and (iv) any "Material Improvements" (as defined below) shall have been approved in writing by Agent prior to commencement thereof (which approval shall not be unreasonably withheld or delayed). "Additional Improvements" means additions or alterations of the PropertyImprovements made by or for the Lessee and\ "Material Improvements" means Additional Improvements which have a cost in excess of $350,000.00 (for this purpose related segments of Additional Improvements on any given Parcel (but not similar activities occurring on separate Parcels) shall be aggregated). The installation or modification of Lessee's Equipment inside any Improvements will not be treated as Additional Improvements for purposes hereof. The Lessee shall be permitted, with Lessor's and Lender's prior consent, the consent of the Agent (which consent shall not be unreasonably withheld; (iv) In ), at any time during, or upon the event Lessee expiration or termination of, the Term, and at its sole cost and expense, to remove any such Additional Improvements to the Property; provided, however, that, in the reasonable discretion of Agent, such removal shall not then maintain a Credit Rating impair the use or reduce the fair market value of Investment Grade or higher, Lessee the Property below its fair market value on commencement of the Term and that such removal shall not have cause a violation of any Legal Requirement or Insurance Requirement. Any damage to the right Property or any part thereof caused by such removal shall promptly be repaired by the Lessee and the Property or part thereof shall be restored to make its condition (or the reasonable equivalent thereof) as it existed immediately prior to the construction of such Additional Improvements, at the Lessee's sole cost and expense. The Lessee may place upon the Property or any Alteration not required by Applicable Laws part thereof any inventory, fixtures, machinery, equipment or Regulations other property belonging to the cost Lessee or third parties and remove the same at any time during the Term and at the request of which exceeds $250,000 the Lessor or Agent shall remove the same at the expiration or termination hereof unless the Lessee shall have received purchased the prior written consent of Lessor, not Property pursuant to the terms hereof; provided that any damage to the Property or any part thereof caused by such removal shall promptly be unreasonably withheld or delayed, and repaired by the Lessee shall have delivered to Lessor security for the benefit of the Lessor and the Lender in form and substance reasonably satisfactory Property or such part thereof shall be restored to its condition (or the reasonable equivalent thereof) as it existed immediately prior to the Lessorplacement of any such property upon the Property, and in amounts all at all times sufficient (and which may be applied, with the consent of Lessor and Lender) to complete such Alteration. Lessee's right to make Alterations is subject to the conditions that:sole cost and expense.