Common use of ALTERATIONS AND IMPROVEMENTS Clause in Contracts

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not may make no alteration, repairs, additions or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") improvements in, of to or to about the Demised Premises (collectively, "Tenant Alterations"), without the prior written reasonable consent of Landlord, which shall not be unreasonably withheld, and Landlord may impose as a condition to such consent such requirements as Landlord, in its reasonable discretion, may deem necessary or desirable, including without limitation, (a) the Landlord in each instance; providedright to approve the plans and specifications for any work, however(b) the right to require insurance satisfactory to Landlord, that(c) the right to require evidence of Tenant's ability to make full payment for any work, except (d) requirements as to structural alterationsthe manner in which or the time or times at which work may be performed and (e) the right to designate the contractor or contractors to perform Tenant Alterations which affect the fire sprinkler or life safety systems of the Hotel. All Tenant Alterations shall be compatible with a first class hotel/casino complex and completed in accordance with Landlord's requirements and all applicable rules, improvements regulations and requirements of governmental authorities and insurance carriers. Tenant shall pay to Landlord Landlord's reasonable charges (which shall be assessed by Landlord at its cost, without profit) for reviewing and inspecting all Tenant Alterations to assure full compliance with all of Landlord's requirements. Landlord does not expressly or additions implicitly covenant or warrant that any plans or specifications submitted by Tenant are safe or that the same comply with any applicable laws, ordinances, codes, rules or regulations. Further, Tenant shall indemnify, protect, defend and those prohibited hold Landlord harmless from any loss, cost or expense, including attorneys' fees and costs, incurred by Landlord as a result of any defects in design, materials or workmanship resulting from Tenant Alterations. If requested by Landlord, Tenant shall provide Landlord with copies of all contracts, receipts, paid vouchers, and any other documentation in connection with the Rules and Regulations attached hereto as Exhibit Dconstruction of such Tenant Alterations. Tenant shall promptly pay all costs incurred in connection with all Tenant Alterations. Notwithstanding the foregoing provisions of this Article 9, such Landlord's prior consent shall not be unreasonably withheld required with respect to any Tenant Alteration which (i) costs less than Twenty-Five Thousand Dollars ($25,000); (ii) does not materially affect the interior or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property exterior appearance of the Landlord andPremises; and (iii) does not affect fire sprinklers, except as provided in Section 21life safety, shall remain upon and be surrendered with the Demised Premises at the termination plumbing, electrical or mechanical systems of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsHotel. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made any alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Premises or Property without the prior written reasonable consent of Landlord; nor shall Tenant, or any telecommunications companies on behalf of Tenant, install any telecommunications systems within the Property without the prior written consent of Landlord. All construction and other work pre-approved by Landlord and performed by or on behalf of Tenant shall be with Approved Materials and Approved Contractors; and all construction shall be completed in a good and workmanlike manner and in compliance with all Laws, as well as all requirements of Landlord’s insurance carrier. Prior to installing any trade fixtures, or making any alterations, additions or improvements to the Premises, Tenant shall notify Landlord in each instancewriting of the same and provide to Landlord such plans and specifications for such work as Landlord may reasonably request, together with a detailed work schedule and list of contractors, subcontractors and materialmen. It is expressly understood and agreed that Landlord’s approval of any plans and specifications of any work undertaken by Tenant shall not be a representation by Landlord that the contemplated alterations, additions or improvements comply with any Laws; providedand Tenant shall remain wholly liable for compliance with all Laws and indemnify and hold Landlord harmless from any violations thereof. Landlord shall not be liable for or be required to insure any alterations or improvements made to the Premises by or on behalf of Tenant; and Tenant shall secure all-risk property insurance coverage for all such alterations and improvements pursuant to Section 19. Notwithstanding anything to the contrary in this Lease, howeverTenant shall be liable for any damage to the Premises and the Property arising from any alteration or construction undertaken by Tenant. Prior to performing any alterations, thatadditions or improvements to the Premises or Property, except as Tenant shall first provide Landlord with certain assurances reasonably satisfactory to structural Landlord that Tenant is capable of paying for all such materials and work. Such assurances may include, by way of example (a) proof of prepayment of all or substantially all of such materials and work, based upon actual contractor’s bids; (b) evidence of a construction or other loan from a bank or other lender in the full amount of the cost of Tenant’s proposed improvements which provides for the disbursement of the loan proceeds pursuant to a disbursing arrangement in accordance with customary industry standards reasonably acceptable to Landlord; or (c) a guaranty by one (1) or more separate persons or entities, reasonably satisfactory to Landlord, for the full amount of the cost of such work. Landlord reserves the right, but not the obligation, to perform all alterations, improvements or additions and those prohibited required by the Rules and Regulations attached hereto as Exhibit DTenant; and, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13event Landlord exercises such right, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the reimburse Landlord or the Tenant's contractors, as the case may be, when due, the cost for all of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record ’s costs within fifteen (15) days after receipt of Landlord’s statement. Tenant shall remove all trade fixtures from the filing thereofPremises prior to the expiration of this Lease, unless Landlord has theretofore consented in writing to allow such trade fixtures to remain within the Premises. Tenant shall remove all other improvements from the Premises, whether or not installed and/or pre-approved by Landlord, unless Landlord elects in writing to require such improvements to remain within the Premises. For purposes of this Lease, improvements shall include without limitation, all personal property, construction, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and chargesfixtures, and all costs voice, video, data and expensesother telecommunications wiring, including reasonable attorney's feescabling and equipment (collectively, incurred “Telecommunication Equipment”) installed by or on behalf of Tenant. Notwithstanding the aforesaid, Tenant shall have no duty to remove any construction or fixtures which were installed by Landlord in procuring the discharge of any such claim, lien or charge or Tenant in connection with any action or proceeding brought thereon. (d) The Tenant’s initial occupancy of the Premises, except with respect to Tenant’s Telecommunication Equipment which Tenant shall pay for all materials constituting Tenant's Changes, remove unless Landlord otherwise specifically elects in writing. Tenant shall repair any damage caused by any such removal and restore the Tenant agrees that none Premises to a condition substantially similar to the condition of the Premises immediately prior to the installation of such materials improvements; in the event Tenant fails to so repair and restore the Premises, Tenant shall be at any time subject to or encumbered by any lienliable for the costs thereof, security interest, encumbrance, charge, installment sales contract or which liability shall survive the interest termination of any other person, firm or corporation whether created voluntarily or involuntarilythis Lease.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Subtenant shall not make have the right to improve, add to or alter the Premises and to install fixtures and other equipment thereon provided that Subtenant shall have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without first obtained the prior written reasonable consent of Prime Landlord pursuant to the Landlord Master Lease. Subtenant may remove all fixtures, equipment and other improvements in each instance; the Premises made by Subtenant at any time during or at expiration or termination of the Sublease, if and only if Subtenant repairs any damage to the Premises caused by such removal and restores the Premises to the condition required by the paragraph of this Sublease entitled “REPAIRS BY SUBTENANT” at expiration or termination of this Sublease, provided, however, that, except as to structural alterations, improvements or additions and those prohibited by that the Rules and Regulations attached hereto as Exhibit D, such consent same shall not be unreasonably withheld or delayed. Unless otherwise specified required in the consent referred to in event that Subtenant has executed a direct lease for the Premises with Prime Landlord that extends Subtenant’s occupancy of the Premises after the expiration of this Section 13Sublease. However, any improvements such improvements, additions, alterations, fixtures and other equipment of Subtenant which are not removed upon expiration or alterations in sooner termination of this Sublease (unless Subtenant enters into a direct lease with Prime Landlord that extends Subtenant’s occupancy of the Demised Premises made by after the Tenant (includingexpiration of this Sublease), without limitation, permanent partitions, wall paneling the same shall revert to and lighting fixtures, but excepting become the Tenant's Property (as defined in Section 14)) shall be and remain the absolute property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Prime Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost free and clear of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and chargesclaims against them by Subtenant or any third party, and all costs Subtenant hereby agrees to hold Sublandlord and expenses, including reasonable attorney's fees, incurred by the Prime Landlord in procuring the discharge of harmless from any such claim, lien or charge or in connection with any action or proceeding brought thereonclaims by third parties. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant 8.1. During the Lease Term, the Lessee shall not make make, without the Lessor’s authorization, any alterations or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, thatPremises, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to provided for in this Section 13Agreement, any Design Documents (in particular, not replace or install flooring, indoor or outdoor lighting, plumbing fixtures, cornices, canopies or tents, electronic signaling devices, antennas, mechanical, electrical, or sprinkler systems, etc.) The Lessee shall submit for the Lessor’s approval the Design Documents for such alterations and improvements, which shall be divided into temporary and permanent. The Lessee shall submit the Design Documents in writing, in two copies, specifying the scope and dates of the planned works, activities, procurement of equipment, and other improvements, divided into “temporary” and “permanent”. The Lessor shall provide a reply (with authorization or reasoned refusal) within 5 business days from receiving the Design Documents. A stamp (“approved in full”, “approved with exceptions”, “not approved”) shall be put on the Lessee’s copy, with the seal and signature of the Lessor’s executive body. 8.2. All temporary improvements or and alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting Lessee in the Tenant's Property (as defined in Section 14)) Premises shall be and remain the property of the Landlord andLessee and shall be removed at the Lessee’s effort and expenses in case of termination of the Agreement, except as provided in Section 21before the expiration of the Lease Term (including the last day of the Lease Term). The Lessee shall remedy any damage caused to the Premises by such removal. 8.3. During the effective term of the Agreement, permanent improvements and alterations made by the Lessee to the Premises shall remain upon be considered the property of the Lessee, who shall bear the burden of maintenance and be surrendered with the Demised Premises at risk of accidental loss of, or damage to, such improvements. Upon the termination of the term of this lease. If Agreement, the Landlord consents title to any such alterations, permanent improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions alterations made to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except transferred to the extent Lessor under the Landlord gives its prior written consent Premises Acceptance Certificate. The Lessor shall not reimburse the Lessee’s expenses for permanent improvements made to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsPremises. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not may place partitions and fixtures and may make or have made alterations, improvements, decorations, installations improvements and substitutions (collectively called "Tenant's changes") in, of or other alterations to the Demised Premises without the prior written reasonable consent interior of the Landlord in each instance; Leased Premises at Tenant’s expense, provided, however, thatthat prior to commencing any such work, except as Tenant shall first obtain the written consent of Landlord (not to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld withheld, conditioned or delayed. Unless otherwise specified in ) to the consent referred to in this Section 13proposed work, any including the plans, specifications, the proposed architect and/or contractor(s) for such alterations and/or improvements or alterations in and the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred materials used in connection with such workalterations. Notwithstanding the foregoing, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary Tenant shall be permitted to make any alterationsalterations without Landlord’s prior consent, improvements or additions but upon at least five (5) days prior notice to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall that such alterations do not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to (i) materially adversely affect the Building required by reason thereof. Upon completion systems, exterior appearance of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claimor Building structure, lien (ii) materially adversely affect the value of the Leased Premises or charge shall be filed against the Land or the Building, (iii) require a building or construction permit, or (iv) cost more than One Hundred Fifty Thousand and 00/100 Dollars ($150,000.00) for a particular job of work or in any 12-month period (the Tenant shall cause such claim, lien or charge to be properly released of record within “Cosmetic Alterations”). At least fifteen (15) days after prior to the filing thereofcommencement of any construction in the Leased Premises (other than Cosmetic Alterations), Tenant shall deliver to Landlord copies of the plans and specifications for the contemplated work and shall identify the contractor(s) selected by Tenant to perform such work. If the proposed work affects the Building’s structure or systems, Landlord may require that the work be done by Landlord’s own employees, its construction contractors, or under Landlord’s direction, but at the expense of Tenant, and if Landlord may, as a condition to consenting to such work, require that Tenant provide security adequate in Landlord’s judgment so that the improvements or other alterations to the Leased Premises will be completed in a good, workmanlike and lien free manner. Landlord may also require that any work done to the interior of the Leased Premises, other than Cosmetic Alterations, be subject to the supervision of Landlord or its designee, and Tenant shall fail pay to do soLandlord, then upon completion of such work, a supervision fee in an amount equal to five percent (5%) of the cost of such work. All such improvements or alterations must conform to and be in substantial accordance in quality and appearance with the quality and appearance of the improvements in the remainder of the Building. All such improvements shall be the property of Landlord. In the event Landlord may discharge consents to the same. The use by Tenant shall defend, indemnify and save harmless of its own architect and/or contractor for the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge installation of any such claimalterations or improvements, lien or charge or in connection with any action or proceeding brought thereon. (d) The prior to the commencement of such work, Tenant shall pay for all materials constituting provide Landlord with evidence that Tenant's Changes’s contractor has procured worker’s compensation, liability and property damage insurance (naming Landlord as an additional insured) in a form and in an amount approved by Landlord, and evidence that Tenant’s architect and/or contractor has procured the necessary permits, certificates and approvals from the appropriate governmental authorities. Tenant acknowledges and agrees that none any review by Landlord of Tenant’s plans and specifications and/or right of approval exercised by Landlord with respect to Tenant’s architect and/or contractor is for Landlord’s benefit only and Landlord shall not, by virtue of such materials shall review or right of approval, be at deemed to make any time subject representation, warranty or acknowledgment to Tenant or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of to any other personperson or entity as to the adequacy of Tenant’s plans and specifications or as to the ability, firm capability or corporation whether created voluntarily or involuntarilyreputation of Tenant’s architect and/or contractor.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Properties in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld withheld, conditioned or delayed. The Tenant shall promptly pay ; provided, however, Lessee may undertake structural, exterior, plumbing and electrical alterations, which may include the construction and demolition of additional improvements to the Landlord or Properties (if such demolition does not unreasonably impair the Tenant's contractorsability to operate the Permitted Facility on the applicable Property, does not effect any improvements located on the applicable Property as of the Effective Date and is at Lessee’s sole cost and expense), individually, costing less than $500,000, as adjusted by changes in the case Price Index, without Lessor’s prior written consent. Lessee may beundertake any non-structural alteration to the Properties, when dueso long as Lessee provides Lessor with fourteen (14) days prior written notice of such alterations, if greater than $10,000, as adjusted by changes in the Price Index. If Lessor’s consent is required hereunder and Lessor consents to the making of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor (which may be directly subcontracted with by Lessee) and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Lessor shall reasonably cooperate with all improvements including, without limitation, signing applications. Upon completion of such work any alterations individually costing $10,000 or more, as adjusted by changes in the Tenant Price Index, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any such alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperties and belong to Lessor, and if at any time any Lessee shall execute and deliver to Lessor such claim, lien or charge shall be filed against instruments as Lessor may require to evidence the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. (a) The During the Lease Term, Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or may undertake Nonstructural Alterations to the Demised Premises Property without the prior Landlord’s written reasonable consent, unless the costs of such Nonstructural Alterations exceeds $400,000 on a per project basis (excluding equipment, personal property, furniture, trade fixtures and other moveable property not attached to the Property), in which case the consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions shall be required and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld withheld, conditioned or delayed; provided, however, Tenant shall notify Landlord in advance of undertaking any Nonstructural Alterations in excess of $50,000. Unless otherwise specified During the Lease Term, Tenant may undertake Structural Alterations to the Property without the Landlord’s written consent, unless the costs of such Structural Alterations exceeds $50,000 on a per project basis (excluding equipment, personal property, furniture, trade fixtures and other moveable property not attached to the Property) in which case the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) of Landlord shall be required and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld withheld, conditioned or delayed. The Tenant Any Alterations hereunder shall promptly pay be made at Tenant’s sole expense. If Landlord’s consent is required under this Lease and Landlord consents to the Landlord or the Tenant's contractors, as the case may be, when duemaking of any such Alterations, the cost same shall be made by Tenant at Tenant’s sole expense by a licensed contractor and according to plans and specifications approved by Landlord and subject to such other conditions as Landlord shall reasonably require Any work at any time commenced by Tenant on the Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the any Alteration project costing $50,000 or more, Tenant shall deliver promptly provide Landlord with evidence of full payment to all laborers and materialmen contributing to the LandlordAlterations. Additionally, if payment is made directly to contractorsupon completion of any Nonstructural Alteration project costing $400,000 or more or any Structural Alteration project costing $50,000 or more, evidence Tenant shall promptly provide Landlord with (a) copies of paymentthe as-built plans and specifications therefor, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits an architect’s certificate certifying the Alterations to have been completed in conformity with the plans and certificates for specifications (if the commencement Alterations are of such a nature as would require the issuance of such a certificate from the architect); and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes a certificate of occupancy (if the Alterations are of such a nature as would require the issuance of a certificate of occupancy). Provided that Tenant shall not constitute have the basis for a right to contest any claim of lien (so long as Tenant furnishes such bonds and security as may be necessary to prevent any foreclosure proceeding against the Property and to permit Landlord’s or its mortgagee’s title insurance companies to insure over such lien(s), during the pendency of the contest), Tenant shall keep the Property free from any liens arising out of any work performed on, or materials furnished to, the Property. Tenant shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable Law in the state of Minnesota, which provides that Landlord is not responsible for the payment of any costs or expenses relating to the additions or Alterations. Any addition to or Alteration of the Property (excluding equipment, personal property, furniture, trade fixtures and other moveable property of Tenant that is not attached to the Property) shall be deemed a part of the Property and belong to Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause execute and deliver to Landlord such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the instruments as Landlord may discharge reasonably require to evidence the same. The Tenant shall defend, indemnify and save harmless the ownership by Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyAlteration.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Sublessee shall not make or have suffer to be made alterationsany alterations to or on the Subleased Premises, improvementsor any part thereof, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of Master Lessor and Sublessor, which consent may be withheld in their sole and absolute discretion for any reason or no reason. Sublessor and Master Lessor hereby consent to Sublessee using Southbay Construction and its union sub-contractors for purposes of making initial alterations to the Landlord in each instanceSubleased Premises and using Corovan for moving and storage of certain personal property; provided, however, that, except as any such initial alterations shall be subject to structural alterations, improvements or additions the terms and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in provisions of this Section 13, any improvements or 15. Any approved alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be completed by Sublessee at Sublessee’s sole cost and remain the property of the Landlord andexpense: (a) with due diligence, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. , using new materials; (b) in compliance with plans and specifications approved by Sublessor and Master Lessor; (c) The Tenant's changes shall not constitute in compliance with the basis construction rules and regulations promulgated by Landlord from time to time; (d) in accordance with all applicable laws (including all work, whether structural or non-structural, inside or outside the Subleased Premises, required to comply fully with all applicable laws and necessitated by Sublessee’s work); and (e) subject to all conditions that Sublessor and Master Lessor may impose. Such conditions may include requirements for a claim against Sublessee to: (a) provide payment or performance bonds or additional insurance (from Sublessee or Sublessee’s contractors, subcontractors or design professionals); (b) use contractors or subcontractors designated by Sublessor; (c) remove all or part of the Landlordalterations prior to or upon expiration or termination of the Term, nor a lien as designated by Sublessor or charge upon or against the Land or Master Lessor; and (d) have all work performed outside of normal business hours for the Building. If any work outside the Subleased Premises, and if at or any time work on or adjustment to any of the Building systems, is required in connection with or as a result of Sublessee’s work, such claim, lien or charge work shall be filed against the Land performed at Sublessee’s expense by contractors designated by Sublessor. Sublessor’s and Master Lessor’s right to review and approve (or the Buildingwithhold approval of) Sublessee’s plans, drawings, specifications, contractor(s) and other aspects of construction work proposed by Sublessee is intended solely to protect Sublessor and Master Lessor, the Tenant Building and Sublessor’s and Master Lessor’s interests. No approval or consent by Sublessor or Master Lessor shall cause such claim, lien be deemed or charge construed to be properly released a representation or warranty by Sublessor or Master Lessor as to the adequacy, sufficiency, fitness or suitability thereof or compliance thereof with applicable laws or other requirements. All alterations shall upon installation become part of record within fifteen (15) days after the filing thereofrealty and be the property of Sublessor or Master Lessor, subject to removal as provided herein. Before making any alterations, Sublessee shall submit to Sublessor and if Master Lessor, for Sublessor’s or Master Lessor’s prior approval, reasonably detailed final plans and specifications prepared by a licensed architect or engineer; a copy of the Tenant shall fail to do soconstruction contract, then including the Landlord may discharge name of the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any contractor and all such claims, liens subcontractors proposed by Sublessee to make the alterations; and charges, a copy of the contractor’s license. Sublessee shall reimburse Sublessor and all costs and expenses, including reasonable attorney's fees, Master Lessor upon demand for any expenses reasonably incurred by the Landlord in procuring the discharge of any such claim, lien or charge or Sublessor and Master Lessor in connection with any action alterations made by Sublessee, including reasonable fees charged by Sublessor’s and Master Lessor’s contractors or proceeding brought thereon. (d) The Tenant consultants to review plans and specifications prepared by Sublessee and to update the existing as-built plans and specifications of the Building to reflect the alterations. Sublessee shall pay for obtain all materials constituting Tenant's Changesapplicable permits, authorizations and governmental approvals and deliver copies of the same to Sublessor and Master Lessor before commencement of any alterations. Sublessee acknowledges that installation of telephone lines, cables and other electronic telecommunications services and equipment shall be subject to this provision. Sublessee further acknowledges that the installation of voice equipment or low-voltage cabling that may result in Sublessee’s utilization of the Building’s telecommunications equipment rooms shall be subject to this provision. Any approved alterations or improvements to the Subleased Premises and removal thereof shall be completed strictly in accordance with and subject to the terms and provisions of this Sublease and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyMaster Lease.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Properties in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld withheld, conditioned or delayed. The Tenant shall promptly pay ; provided, however, Lessee may, without Lessor's consent (i) undertake nonstructural alterations to a Property costing less than $100,000, (ii) make alterations to the Landlord exterior, structural, plumbing or electrical elements of a Property in order to comply with Applicable Regulations, to remedy conditions Lessee deems unsafe, to replace worn out equipment or materials or to repair damages and (iii) make any alterations or repairs or take any other actions necessary or advisable in connection with any Environmental Compliance Activities or Remediation. For purposes of this Lease, alterations to the Tenant's contractorsexterior, structural, plumbing or electrical elements of any of the Properties shall mean: (i) alterations which affect the foundation or "footprint" of the improvements at the Properties; (ii) alterations which involve the structural elements of the improvements at the Properties, such as a load-bearing wall, structural beams, columns, supports or roof; or (iii) alterations which materially affect any of the case may bebuilding systems, when dueincluding, without limitation, the cost of all such work electrical systems, plumbing, HVAC and of all repairs fire and safety systems. If Lessor's consent is required hereunder and Lessor consents to the Building required making of any such alterations, the same shall be made by reason thereofLessee at Lessee's sole expense by a licensed contractor and according to plans and specifications reasonably approved by Lessor and subject to such other conditions as Lessor shall require. Any work at any time commenced by Lessee on any of the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease. Upon completion of any alterations, Lessee shall promptly provide Lessor with (i) evidence of full payment to all laborers and materialmen contributing to the alterations, (ii) an architect's certificate certifying the alterations to have been completed in conformity with the plans and specifications, (iii) a certificate of occupancy (if the alterations are of such work a nature as would require the Tenant issuance of a certificate of occupancy), and (iv) any other documents or information reasonably requested by Lessor. Any addition to or alteration of any of the Properties shall automatically be deemed a part of the Properties and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials addition or alteration. Lessee shall be at execute and file or record, as appropriate, a "Notice of Non-Responsibility," or any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or equivalent notice permitted under applicable law in the interest of any other person, firm or corporation whether created voluntarily or involuntarilystates where the applicable Properties are located.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsbe responsible, improvementsat its sole cost and expense, decorationsfor all decorating, installations fixturizing, furnishing and substitutions (collectively called "Tenantequipping of the Premises subject to Landlord's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedapproval, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent which approval shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to not make any alterations, improvements or additions changes ("Improvements") in or to the Demised Premises shall be done at without the Tenant's expense by employees prior written approval of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent approval shall not be unreasonably withheld or delayed. The Tenant Any Improvements shall promptly pay to be at the sole cost and expense of Tenant. Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The require Tenant, at its Tenant's sole cost and expense, shall obtain all necessary governmental permits to furnish a bond, or other security satisfactory to Landlord, to assure diligent and certificates for the commencement and prosecution faithful performance of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes any work to be performed by Tenant. Any Improvements shall be made promptly, in good and workmanlike manner by duly licensed union contractors and in compliance therewith with all insurance requirements and with all applicable permits, authorizations, building regulations, zoning laws and requirements of public authoritiesall other governmental rules, regulations, ordinances, statutes and laws, now or hereafter in a good and workmanlike manner. (c) The effect, pertaining to the Premises or Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the use thereof. Tenant shall cause remove all Improvements, at Tenant's sole cost and expense, upon termination of this Lease and to surrender the Premises in the same condition as they were in prior to the making of any or all such claimImprovements, lien or charge to be properly released of record within fifteen (15) days after ordinary wear and tear excepted. Notwithstanding the filing thereofabove, and if the Tenant shall fail have the right to do so, then remove any trade fixtures installed by Tenant upon the Landlord may discharge the samePremises. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.SECTION 8

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Debtor shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Mortgaged Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsMortgagee, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Debtor may undertake nonstructural alterations to the Landlord or Mortgaged Property costing less than $50,000 without Mortgagee's consent. If Mortgagee consents to the Tenant's contractors, as the case may be, when duemaking of any such alterations, the cost same shall be made by Debtor at Debtor's sole expense by a licensed contractor and according to plans and specifications approved by Mortgagee and subject to such other conditions as Mortgagee shall require. Any work at any time commenced by Debtor on the Mortgaged Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work and the terms of all repairs to the Building required by reason thereofthis Mortgage. Upon completion of such work the Tenant any alterations or any Restoration, Debtor shall deliver promptly provide Mortgagee with (i) evidence of full payment to all laborers and materialmen contributing to the Landlordalterations, (ii) a certificate from Debtor stating that all alterations shall have been completed in conformity with the plans and specifications, (iii) a certificate of occupancy, if payment is made directly required, and (iv) any other documents or information reasonably requested by Mortgagee. Notwithstanding anything in the foregoing paragraph to contractorsthe contrary, evidence of payment, contractors' affidavits Debtor may make such alterations and full and final waivers of all liens for labor, services or materials. (bimprovements to the Mortgaged Property as are contemplated by Section 2(B) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the TenantLoan Agreement without Mortgagee's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike mannerconsent. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not have the right, subject to Landlord's prior written approval, to make or have made non-structural alterations, additions, or improvements (hereinafter collectively referred to as "improvements, decorations, installations ") to the interior of the Demised Premises. Said improvements and substitutions (collectively called "additions shall be accomplished at Tenant's changes") insole cost and expense and shall be made in compliance with all building codes and ordinances, of or laws, and regulations applicable to the Demised Premises without Premises. Tenant shall cause all improvements to be accomplished in a good workmanlike manner using the prior written reasonable consent same quality and finish to match existing. Landlord shall have the right, but not the obligation, to require Tenant's removal of said improvements at the expiration or termination of the Landlord in each instance; providedLease, howeverincluding restoration of the Demised Premises, thatto its original state of improvement, except as to structural alterationsconfiguration, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent etc. Tenant shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in keep the Demised Premises made free from any liens arising out of any work performed, material furnished or obligation incurred by or for Tenant or any person or entity claiming through or under Tenant. In the event that Tenant shall not, within thirty (including30) days following the imposition of any such lien, without limitationcause the same to be released by payment or posting of a bond, permanent partitions, wall paneling and lighting fixturesLandlord shall have the right, but excepting not the Tenant's Property (obligation, to cause such lien to be released by such means as defined Landlord deems proper, including payment of the claim giving rise to such lien. All such sums paid and all expenses incurred by Landlord in Section 14)) connection therewith shall be due and remain the property of the payable to Landlord and, except by Tenant as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record additional rent within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyreceipx xx Xandlord's invoice.

ALTERATIONS AND IMPROVEMENTS. (a) The 8.1. Tenant shall not make or have made alterationswill not, improvementsexcept as provided herein, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedLandlord, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such which consent shall will not be unreasonably withheld withheld, conditioned, or delayed. Unless otherwise specified , make or cause to be made any alterations (“Alterations”) in or to the Premises or any Building systems serving the Premises except that Tenant may, without the requirement of Landlord’s prior approval make such minor alterations costing less than $100,000 in the consent referred aggregate (“Decorations”) to the Premises which do not require a building permit and which do not affect any Building systems serving the Premises. Prior to making any Alterations, Tenant will give Landlord 10 days’ prior written notice (or such earlier notice as would be necessary pursuant to applicable Law) to permit Landlord sufficient time to post appropriate notices of non-responsibility. Tenant will furnish Landlord with the names and addresses of all contractors and subcontractors and copies of all contracts. All Alterations will be completed at such time and in this Section 13such manner as Landlord may from time to time reasonably designate, any improvements and only by contractors or alterations mechanics approved by Landlord, which approval will not be unreasonably withheld, and whose work will not cause or threaten to cause disharmony or interference with Landlord or other tenants in the Demised Building and their respective agents and contractors performing work in or about the Building. Landlord may further condition its consent upon Tenant furnishing to Landlord and Landlord approving prior to the commencement of any work or delivery of materials to the Premises made by related to the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property Alterations such of the following as specified by Landlord: architectural plans and specifications, opinions from engineers reasonably acceptable to Landlord and, except as provided stating that the Alterations will not in Section 21, shall remain upon and be surrendered with any way adversely affect the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriateBuilding’s systems, including, without limitation, requiring the mechanical, heating, plumbing, security, ventilating, air-conditioning, electrical, and the fire and life safety systems in the Building, necessary permits and licenses, certificates of insurance, and such other documents in such form reasonably requested by Landlord. Landlord may, in the exercise of reasonable judgment, request that Tenant to furnish the provide Landlord with security appropriate and reasonable evidence of Tenant’s ability to complete and pay for the payment completion of all costs the Alterations such as a performance bond or letter of credit if Tenant’s own financial resources are reasonably deemed inadequate by Landlord. Upon completion of the Alterations, Tenant will deliver to be incurred in connection with such work, insurance against liabilities which may arise out Landlord a digitized set of such work plans and plans, specifications and permits necessary for such workthe Alterations. 8.2. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly will pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such Alterations and the cost of decorating the Premises and any work and of all repairs to the Building required by reason thereofoccasioned thereby. In connection with completion of any Alterations, other than Decorations, Tenant will pay Landlord a supervision fee and design review fee at Landlord’s then standard reasonable rates which will not exceed 3% of the cost of the Alterations. Upon completion of such work the Alterations, Tenant shall deliver to the Landlord, if payment is made directly to will furnish Landlord with contractors, evidence of payment, contractors' ’ affidavits and full and final waivers of lien and receipted bills covering all liens for labor, services labor and materials expended and used in connection therewith and such other documentation reasonably requested by Landlord or materialsits mortgagee. 8.3. Tenant agrees to complete all Alterations (bi) The Tenantin accordance with all Laws, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution requirements of the Tenant's changes and for final approval thereof upon completionapplicable insurance companies, and shall cause the Tenant's changes to be performed in compliance therewith accordance with Landlord’s standard construction rules and with all applicable laws and requirements of public authoritiesregulations, and (ii) in a good and workmanlike mannermanner with the use of good grades of materials. Tenant will notify Landlord immediately if Tenant receives any notice of violation of any Law in connection with completion of any Alterations and will immediately take such steps as are necessary to remedy such violation. In no event will such supervision or right to supervise by Landlord nor will any approvals given by Landlord under this Lease constitute any warranty by Landlord to Tenant of the adequacy of the design, workmanship or quality of such work or materials for Tenant’s intended use, or of compliance with the requirements of this Section 8.3 (i) and (ii) above, or impose any liability upon Landlord in connection with the performance of such work. (c) The Tenant's changes shall not constitute the basis for a claim against the 8.4. Landlord, nor a lien at the time it gives its consent to the installation of an Alteration will have the right to elect that Tenant remove from the Premises at the expiration or charge upon sooner termination of the Term of this Lease any Alteration made to, or against installed by Tenant in, the Land Premises or the Building, as determined by Landlord it its sole discretion. In the event Landlord does not require the removal of such Alteration at the time it gives its initial consent to such Alteration, Tenant will not be required to thereafter remove such Alteration at the Expiration Date or earlier termination of this Lease. Notwithstanding the foregoing at the Expiration Date or earlier termination of this Lease, Tenant will remove its Decorations, personal property, equipment and if at trade fixtures from the Premises. 8.5. Tenant will not permit any time any such claim, lien or charge shall claim for lien of any mechanic, laborer or supplier or any other lien to be filed against the Land or the Building, the Tenant shall cause Land, the Premises, or any part thereof arising out of work performed, or alleged to have been performed by, or at the direction of, or on behalf of Tenant. If any such claim, lien or charge claim for lien is filed, Tenant will within 30 days (or 10 days, if necessary, to be properly avoid interference in Landlord’s consummating a transaction involving the Building) of receiving notice of such lien or claim (i) have such lien or claim for lien released of record within fifteen or (15ii) days after the filing thereofdeliver to Landlord a bond in form, content, amount, and if the Tenant shall fail issued by surety, reasonably satisfactory to do soLandlord, then the Landlord may discharge the same. The Tenant shall defendindemnifying, indemnify protecting, defending and save holding harmless the Landlord from and Indemnitees against any and all such claims, liens and charges, and all costs and expensesliabilities resulting from such lien or claim for lien and the foreclosure or attempted foreclosure thereof. If Tenant fails to take any of the above actions, Landlord, without investigating the validity of such lien or claim for lien, may pay or discharge the same and Tenant will, as Additional Rent, reimburse Landlord upon demand for the amount so paid by Landlord, including Landlord’s reasonable attorney's expenses and reasonable attorneys’ fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Properties in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld withheld, delayed or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Landlord Properties, individually, costing $250,000 or less without Lessor’s prior written consent. If Lessor’s consent is required hereunder and Lessor consents to the Tenant's contractors, as the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the Tenant any alterations individually costing more than $250,000, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any related documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non‑Responsibility,” or any equivalent notice permitted under applicable Law in the states where the Properties are located which provides that Lessor is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperties and belong to Lessor, and if Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the ownership by Lessor of such addition or alteration. Lessor and Lessee acknowledge and agree that their relationship is and shall be solely that of “Lessor-Lessee” (thereby excluding a relationship of “owner-contractor,” “owner-agent” or other similar relationships). Accordingly, all materialmen, contractors, artisans, mechanics, laborers and any other persons now or hereafter contracting with Lessee, any contractor or subcontractor of Lessee or any other Lessee party for the furnishing of any labor, services, materials, supplies or equipment with respect to any portion of the Properties at any time any such claimfrom the date hereof until the end of the Lease Term, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge are hereby charged with notice that they look exclusively to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail Lessee to do so, then the Landlord may discharge the obtain payment for same. The Tenant shall defend4849-3174-9992.2 STORE/Synalloy A&R Master Lease Agreement 7 Properties in OH, indemnify PA, SC, TN and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.TX File No. 7210/02-475

ALTERATIONS AND IMPROVEMENTS. 10.1 Lessor shall improve the Premises in accordance with working drawings to be approved by Lessee and Lessor prior to commencement of construction. The Premises will be prepared generally in accordance with the plans shown on EXHIBIT "C", attached hereto and by this reference made a part hereof. Notwithstanding the above Lessor shall provide Lessee a tenant improvement allowance equal to $9.00 per square foot or $123,723. These monies are to be used toward the improvement of the Premises subject to Lessor's reasonable approval and the above allowance shall also be applied toward the costs associated with architectural design, engineering, and construction supervision (a5%) The Tenant to complete the tenant improvement work. Any cost to improve the Premises in excess of the allowance provided for herein will be at the expense of Lessee. 10.2 Lessee shall not make or have made any alterations, improvementsadditions, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or improvements in or to the Demised Premises Premises, nor install or attach fixtures in or to the Premises, without the prior written reasonable consent of the Landlord Lessor, which consent Lessor shall not unreasonably withhold, delay or condition. If Lessor does not respond in each instance; providedwriting to Lessee's request for consent within ten (10) business days of receipt of Lessee's request therefor, however, that, except as Lessee shall be deemed to structural have given consent. All alterations, additions, or improvements made, installed in, or additions attached to the Premises by Lessee, upon the consent specified above, shall be made at Lessee's expense in a good and those prohibited workmanlike manner, strictly in accordance with the plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the Rules commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and Regulations attached hereto registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.3 Lessee shall keep the Premises free from all liens, preliminary notices of liens, right to liens, or claims of liens of contractors, subcontractors, mechanics, or material men for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as Exhibit Dany such lien shall attach or claims or notices thereof shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, Lessee shall, within ten (10) days after Lessee has notice of the claim or notice of lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien, or such consent claim or notice thereof, to be discharged within the ten-day period, then, in addition to any other right or remedy, Lessor may, but shall not be unreasonably withheld obligated to, discharge it either by paying the amount claimed to be due or delayedby procuring the discharge of the lien, or claim or notice thereof, by deposit or bonding proceedings. Unless otherwise specified in the consent referred to in this Section 13Any amount so paid by Lessor and all costs and expenses, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent attorneys' fees, incurred by Lessor in connection therewith, shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of Lessor together with interest thereon at the rate set forth in paragraph 2.2 hereof from the date it was paid by Lessor. Lessee shall not have the authority to subject the interest or estate of Lessor to any liens, rights to liens, or claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.4 All alterations, additions, or improvements, including, but not limited to, fixtures, partitions, wall paneling counters, and lighting fixtureswindow and floor coverings, but which may be made or installed by either of the parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture and shop equipment put in at the Tenant's Property (as defined in Section 14)) expenses of Lessee, shall be and remain the property of the Landlord andLessor, except as provided in Section 21, and shall remain upon and be surrendered with the Demised Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Notwithstanding the term foregoing, however, Lessor may elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to restore the Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this lease. If the Landlord consents Lease; provided, however, that Lessor shall make such election to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant require Lessee to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done remove installations at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord time Lessor gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay allow Lessee to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the install same. The Tenant shall defend, indemnify Such removal and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials restoration shall be at any time subject the sole expense of Lessee. Further, notwithstanding anything contained herein to the contrary except as otherwise provided in paragraph 9.3.1 hereof, Lessor shall be under no obligation to insure the alterations, additions, or encumbered improvements or anything in the nature of a leasehold improvement made or installed by any lienor on behalf of Lessee, security interestthe Lessee Parties, encumbrance, charge, installment sales contract or the interest of any other person, firm and such improvements shall be on the Premises at the risk of Lessee only. 10.5 In the event Lessor makes any capital investment, major structural repairs or corporation whether created voluntarily improvements in or involuntarilyto the Premises or Building which are required due to any willful act or omission of Lessee or any of the Lessee Parties, any and all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of Lessor, together with interest thereon from the date of the demand at the rate set forth in paragraph 2.2 hereof.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant a. Sublandlord shall have no obligation to make any alterations or improvements to the Subleased Premises for Subtenant’s use or occupancy thereof Subtenant shall not make or have made any alterations, improvementsadditions or improvements (collectively, decorations, installations and substitutions (collectively called "Tenant's changes"“Subtenant Improvements”) in, of or to in the Demised Subleased Premises without in each instance obtaining the prior written reasonable consent of both Primary Sublandlord (in accordance with Section 15 of the Landlord in each instancePrimary Sublease) and Sublandlord (Sublandlord’s consent shall not be unreasonably withheld); provided, however, thatnotwithstanding the foregoing, except as to structural alterations, improvements or additions Subtenant need only seek and those prohibited by obtain Sublandlord’s consent if the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property Subtenant Improvements will involve modification of the Landlord andstructure or utilities systems or will cost more than $50,000.00 to complete, except as provided in Section 21, shall remain upon and be surrendered or require filing for a building permit with the Demised Premises at NYC Building Department. Any approved Subtenant Improvements must be completed in accordance with plans and specifications previously approved by Sublandlord and Primary Sublandlord. Any costs reimbursable to Primary Sublandlord under the termination terms of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred Primary Sublease in connection with such workapproval of plans and specifications proposed by Subtenant shall be paid by Subtenant when due under the Primary Sublease, insurance against liabilities which may arise as Additional Rent hereunder. b. If Sublandlord is required by the Primary Sublandlord to carry out of such any restorations or other work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions on the Subleased Premises pursuant to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except Sublandlord’s obligations to the extent Primary Sublandlord under the Landlord gives its prior written consent Primary Sublease, Subtenant shall permit same to the Tenant's hiring employees be performed without being entitled to any reduction in rental or contractors, which consent other compensation. Sublandlord shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of complete all such work in a manner so as to not unreasonably interfere with the use and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution occupancy of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike mannerSubleased Premises by Subtenant. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made be entitled to undertake alterations, improvements, decorations, installations additions and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Lease Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of during the term of this leaseLease, subject to Lessor’s prior written approval and to the terms and provisions contained in this Lease. If Except as may otherwise be provided for herein, all improvements of any kind constructed or placed by Lessee on the Landlord consents to Leased Premises shall be the property of Lessee unless Lessee shall be in default under this Lease, and shall be removed by Lessee on the expiration of the Lease, at the Lessee’s sole expense unless said alterations and improvements are accepted by the Lessor. Lessee shall keep the Leased Premises free and clear of any such alterationsand all construction, improvements mechanics’, materialsmen’s and other liens for or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment arising out of all costs to be incurred or in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for laborlabor done, services performed or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates materials used or furnished for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action work or proceeding brought thereon. (d) The Tenant construction by, for, or permitted by Lessee on the Leased Premises. Lessee shall at all times promptly and fully pay for or discharge any and all materials constituting Tenant's Changessuch claims on which any such liens may be based, and Lessee shall also indemnify Lessor and the Tenant agrees that none Leased Premises against all such liens and suits or other proceedings relating thereto. Lessee shall have the right to contest in good faith and with adequate reserves the correctness or validity of any of the aforementioned liens, so long as Lessor’s interest in the Leased Premises and this Lease is not jeopardized. If Lessee fails to timely take either such materials action, then Lessor may pay the lien claim, and any amounts so paid, including expenses and interest, shall be at any time subject paid by lessee to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLessor within (10) days after Lessor has invoiced Lessee therefor.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsSubject to the terms of the following sentence, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") no alteration in, of or to addition to, the Demised Premises will be made without the first obtaining Landlord's prior written reasonable consent consent, which Landlord may grant or withhold for any reason or for no reason, and any such work consented to, although paid for by Tenant, will be done by Landlord with Landlord reserving the right to charge Tenant a fee equal to ten percent (10%) of the Landlord cost of the work for supervision of such alterations or additions. With respect to any alteration, addition or improvement which does not affect the structure of the Building, does not affect any of the Building's systems (e.g., mechanical, electrical or plumbing), does not diminish the capacity of such Building's systems available to other portions of the Building, is not visible from the common areas or exterior of the Building, and is in each instance; providedfull compliance with all laws, howeverorders, thatordinances, except as to structural alterationsdirections, improvements or additions requirements, rules and those prohibited by the Rules and Regulations attached hereto as Exhibit Dregulations of all governmental authorities, such Landlord's consent shall not be unreasonably withheld or delayedwithheld. Unless otherwise specified in Notwithstanding the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term foregoing provisions of this lease. If the Landlord consents to any such alterationsparagraph, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the TenantLandlord's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld required for alterations, additions or delayed. The improvements of a non-structural nature in an amount less than $25,000.00 provided Tenant shall promptly pay to gives Landlord advance notice of the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the coordinates scheduling with Landlord, if payment is made directly uses contractors approved by Landlord, provides Landlord a description of the Work and requires the contractors to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens abide by Landlord's rules for labor, services or materialsconstruction. (b) The If Tenant's actions, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution omissions or occupancy of the Tenant's changes and for final approval thereof upon completion, and Premises shall cause the Tenant's changes rate of fire or other insurance either on the Building or the Premises to be performed in compliance therewith and with all applicable laws and requirements increased, Tenant shall pay, as additional rent, the amount of public authorities, and in a good and workmanlike mannerany such increase promptly upon request by Landlord. (c) The All erections, additions, fixtures and improvements, whether temporary or permanent in character (except only the trade fixtures and movable office furniture of Tenant) made in or upon the Premises, shall be and remain Landlord's changes property and shall not constitute remain upon the basis for a claim against Premises at the Landlordexpiration or earlier termination of this Lease, nor a lien or charge upon or against with no compensation to Tenant. Landlord reserves the Land or the Building, and if at any time right to require Tenant to remove any such claim, lien improvements or charge shall be filed against additions at the Land termination hereof or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after thereafter. Landlord may, at its election, repair any damage to the filing thereofPremises caused by or in connection with the removal of any articles of personal property, business or trade fixtures, alterations, improvements and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and chargesinstallations, and all costs and expenses, including reasonable attorneyfor such repairs shall be at Tenant's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonexpense. (d) The Tenant shall pay for all materials constituting Tenantwill not install a wireless fidelity network ("WIFI Network") within the Premises without first obtaining Landlord's Changesprior written consent, which Landlord will not unreasonably withhold provided Tenant executes an amendment to the Lease regulating the installation and use of the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyWIFI Network.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Landlord or Property, individually, costing less than $100,000.00 without Lessor’s prior written consent. If Lessor’s consent is required hereunder and Lessor consents to the Tenant's contractors, as the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the Tenant any alterations individually costing $100,000.00 or more, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Lessee shall keep the Property free from any liens arising out of any work performed on, or materials furnished to, the Property. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable Law in the state where the Property is located which provides that Lessor is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Property shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperty and belong to Lessor, and if at any time any Lessee shall execute and deliver to Lessor such claim, lien or charge shall be filed against instruments as Lessor may require to evidence the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not Lessee shall, at its own expense, make all repairs, modifications or have made alterationsalterations to the building on the Premises that may be lawfully required pursuant to any Federal, state or municipal law, ordinance or regulation. Lessee may from time to time and at its own expense make repairs, replacements, additions, improvements, decorations, installations alterations or changes necessary or appropriate for the proper and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent suitable use of the Landlord in each instancebuilding; provided, howeveralways, thatthat such repairs, except as modifications, replacements additions, improvements, alterations or changes will not lessen the then value of the Premises, and shall be in accordance with plans and specifications prepared by Lessee and submitted to structural alterationsLessor for approval, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent which approval shall not be unreasonably withheld or delayedwithheld. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property The provisions of the Landlord andpreceding sentence with respect to submitting plans and specifications to Lessor shall not apply if the change to be made involves an expense of less than Five Thousand Dollars ($5,000.00). As a condition to giving consent, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to Lessor may require that Lessee remove any such alterations, improvements or additions, it may impose including utility installations, at the expiration of the Lease Term, and restore the Premises to its prior condition. If Lessor shall fail to object to such conditions with respect thereto as plans and specifications within thirty (30) days after such submission, the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to same shall be incurred in connection with such work, insurance against liabilities which may arise out of such deemed approved. All work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes , and when completed by free and clear of all claims for liens by mechanics or materialmen for or on account of labor and materials furnished in and about such operations. Nothing herein contained shall be construed to authorize or empower Lessee to encumber the Premises with any kind or form of lien, but such right of lien shall not constitute the basis for a claim against the Landlordexist, nor a lien or charge upon or against the Land and this lease and its recording or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge recording of a memorandum hereof is intended as notice to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien persons doing work or charge labor or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all furnishing materials constituting Tenant's Changes, and the Tenant agrees that none of such materials them shall be at any time subject have the right to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest a lien of any other personkind whatsoever upon the Premises. Except as specifically provided herein otherwise, firm any improvements made by Lessee shall become part of the Premises and owned by Lessor upon termination of this lease. Lessee shall hold Lessor harmless from any damage, loss or corporation whether created voluntarily or involuntarilyexpense arising out of any work done pursuant to this Section 9.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsnot, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedLandlord, however, that, except as to structural make any alterations, improvements or additions and those prohibited by to the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this leasePremises. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the a Landlord reasonably deems appropriate, including, without limitation, requiring the requiting Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, the plans and specifications and together with all permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, Landlord except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the to Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building decorating required by reason thereof. Tenant shall also pay to Landlord a percentage of the cost of such work (such percentage to be established on a uniform basis for the Building) sufficient to reimburse Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord's involvement with such work. Upon completion of such work the work, Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant. Tenant shall defend and hold Landlord and the Land and Building harmless from all costs, at damages, liens and expenses related to such work. All work done by Tenant or its expensecontractors shall be done in a first-class, shall obtain all necessary governmental permits and certificates for the commencement and prosecution workmanlike manner using only good grades of the Tenant's changes and for final approval thereof upon completion, materials and shall cause the Tenant's changes to be performed in compliance therewith comply with all insurance requirements and with all applicable laws and requirements ordinances and rules and regulations of public authoritiesgovernmental departments or agencies. All alterations, improvements and additions to the Premises, whether temporary or permanent in a character, made or paid for by Landlord or Tenant shall without compensation to Tenant become Landlord's property at the termination of this Lease by lapse of time or otherwise and shall, unless Landlord requests their removal, be relinquished to Landlord in good condition, ordinary wear excepted. Landlord agrees to install at its cost and workmanlike manner. (c) The expense the items listed in the Work Letter attached hereto as Exhibit B, which such Work Letter specifies the improvements to be made at the cost and expense of Landlord. Landlord hereby approves of those alterations, if any, listed in said Exhibit B to be performed at Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonexpense. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant 10.1 Without the prior written consent of Lessor which shall not be unreasonably withheld, conditioned or delayed, Lessee shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements in or to the Demised Premises or install and attach fixtures in and to the Premises, except that Lessee, without the prior written reasonable consent of the Landlord in each instance; providedLessor, however, that, except as shall be entitled to structural make interior alterations, additions or improvements to the Premises not affecting the structure of the Building so long as Lessee (i) delivers to Lessor prior written notice of and a description of such minor interior alterations, additions or improvements, (ii) updates, at Lessee's sole cost and expense, Lessor's as-built plans and specifications of the Premises to reflect such alteration, addition or improvement which costs and expenses shall be at commercially reasonable rates, and (iii) restores the Premises on or before the expiration or earlier termination of the Lease Term to the condition they were prior to such alteration, addition or improvement, unless Lessor shall have agreed that such alterations, additions or improvements need not be removed. As a condition to Lessor's consent to alterations, additions or improvements, with respect to which Lessee is required to obtain Lessor's consent, Lessor may elect that any or all installations made or installed by or on behalf of Lessee be removed at the end of the Lease Term, and, if Lessor so elects, it shall be Lessee's obligation to restore the Premises to the condition they were prior to the alterations, additions, or improvements on or before the expiration or other termination of this Lease. Such removal and those prohibited restoration shall be at the sole expense of Lessee. All alterations, additions, or improvements made, installed in, or attached to the Premises by Lessee, upon the Rules consent specified above, shall be made at Lessee's expense in a good and Regulations attached hereto workmanlike manner, strictly in accordance with plans and specifications approved by Lessor, all applicable laws, ordinances, regulations, and other requirements of any appropriate governmental authority, and any applicable covenants or other restrictions. Prior to the commencement of any such work, Lessee shall deliver to Lessor certificates issued by insurance companies licensed and registered to operate in the State of Georgia evidencing that workers' compensation insurance and public liability insurance, all in amounts satisfactory to Lessor, are in force and effect and maintained by all contractors and subcontractors engaged by Lessee to perform the work. 10.2 During the Lease Term, Lessee shall keep the Premises free from all liens, rights to liens, or claims of liens of contractors, subcontractors, mechanics, or materialmen for work done or materials furnished to the Property at the request of Lessee. Whenever and so often as Exhibit Dany such lien shall attach or claims therefor shall be filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Lessee, such consent Lessee shall, within fifteen (15) days after Lessee has notice of the claim for lien, cause it to be discharged of record, which discharge may be accomplished by deposit or bonding proceedings. If Lessee shall fail to cause the lien to be discharged within the fifteen-day period, then, in addition to any other right or remedy, Lessor may, but shall not be unreasonably withheld obligated to, discharge it either by paying the amount claimed to be due or delayedby procuring the discharge of the lien by deposit or bonding proceedings. Unless otherwise specified in the consent referred to in this Section 13Any amount so paid by Lessor and all costs and expenses, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent attorneys' fees, incurred by Lessor in connection therewith shall constitute additional rent payable by Lessee under this Lease and shall be paid by Lessee in full on demand of Lessor together with interest thereon from the date it was paid by Lessor. Lessee shall not have the authority to subject the interest or estate of Lessor to any liens, rights to liens, or claims of liens for services, materials, supplies, or equipment furnished to Lessee, and all persons contracting with Lessee are hereby charged with notice that they must look to Lessee and to Lessee's interest only to secure payment. 10.3 All alterations, additions, or improvements, including, but not limited to, fixtures, partitions, wall paneling counters, and lighting fixtureswindow and floor coverings, but which may be made or installed by either of the parties hereto upon the Premises, irrespective of the manner of annexation, and irrespective of which party may have paid the cost thereof, excepting only movable office furniture, shop equipment and other trade fixtures and property of Lessee that may be removed from the Tenant's Property (as defined Premises without material alteration put in Section 14)) at the expense of Lessee, shall be and remain the property of the Landlord andLessor, except as provided in Section 21, and shall remain upon and be surrendered with the Demised Premises as a part thereof at the expiration or other termination of this Lease, without disturbance, molestation, or injury. Further, notwithstanding anything contained herein to the term of this lease. If contrary, Lessor shall be under no obligation to insure the Landlord consents to any such alterations, additions, or improvements or additionsanything in the nature of a leasehold improvement made or installed by or on behalf of Lessee, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make or any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the TenantLessee's changes and for final approval thereof upon completionlicensees, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authoritiesagents, and in a good and workmanlike manner. invitees, customers, servants, employees, contractors or subcontractors (c) The Tenant's changes shall not constitute the basis for a claim against the Landlordherein collectively called "Lessee Parties"), nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm and such improvements shall be on the Premises at the risk of Lessee only. 10.4 In the event Lessor makes any capital investment, major structural repairs or corporation whether created voluntarily improvements in or involuntarilyto the Premises or Building (of which Lessor shall deliver prior notice to Lessee) which are required due to any negligence by Lessee or any of the Lessee Parties or any breach by Lessee of its obligations hereunder, any and all cost and expenses incurred by Lessor in making the capital investment, major structural repairs, or improvements shall constitute additional rent payable by Lessee under this Lease and shall be paid to Lessee in full on demand of Lessor, together with interest thereon from the date of the demand. The foregoing notwithstanding, if such capital investment relates to a condition, the repair of which is Lessee's responsibility hereunder, Lessor shall not make such repair unless Lessor has given Lessee notice of such repair and Lessee has failed to diligently and in good faith to pursue such repair or fails to complete such repair within thirty (30) days of notice from Lessor.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Premises without the prior written reasonable consent approval of the Landlord Landlord, unless in each instance; providedinstance and for each such alteration, however, that, except as addition or improvement Landlord or a contractor approved by Xxxxxxxx is hired to structural do such alterations, improvements additions or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent improvements. Such approval shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred case of alterations, additions or improvements to the interior of the Premises if such alterations, additions, or improvements are normal for the use described in Section 1(d) of this Section 13Lease, do not adversely affect the utility of the Premises for future tenants, do not alter the exterior of the Building, and are accompanied by prepayment or bond provisions or waivers by the contractor in form satisfactory to Landlord sufficient to protect the Building from claims of lien of any sort; otherwise, such approval may be withheld for any reason whatsoever. Furthermore, such alterations, additions or improvements or alterations absolutely shall not affect the plumbing, electrical and HVAC systems in the Demised Premises or the Building and shall not be of a structural nature. Tenant shall conduct its work in such a manner as to maintain harmonious labor relations and as not to interfere with the operation of the Building and shall, prior to the commencement of the work, submit to Landlord copies of all necessary permits. Landlord reserves the right to have final approval of the contractors hired by Xxxxxx. All such contractors hired by Xxxxxx shall be, at levels and coverages prescribed by Landlord, bonded and insured, and Landlord may require evidence of same, which Xxxxxx agrees to secure and provide Landlord prior to the commencement of any work by such contractors. All alterations, additions or improvements, whether temporary or permanent in character, made in or upon the Premises, either by Landlord or Tenant, shall be Landlord's property and at the end of the Term hereof shall remain in or upon the Premises without compensation to Tenant. If, however, Landlord shall request in writing, Tenant (includingwill, without limitationprior to expiration or earlier termination of this Lease, permanent partitionsremove any and all alterations, wall paneling additions and lighting fixturesimprovements placed or installed by Tenant in the Premises, but excepting the and will repair any damage caused by such removal. All of Tenant's Property (as defined in Section 14)) shall furniture, movable trade fixtures and equipment not attached to the Building may be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises removed by Tenant at the termination of this Lease, if Tenant so elects, and shall be so removed, if required by Landlord, and, if not so removed, shall, at the term option of this leaseLandlord, become the property of Landlord. If To the extent Tenant makes any alterations, additions or improvements and/or to the extent Landlord consents to any on behalf of Tenant under "Extra Work Agreement" makes such alterations, additions or improvements, and as a result thereof it can be determined that such alterations, additions or improvements caused an increase in real estate taxes or additionsinsurance premiums, it then Tenant shall be responsible for reimbursing Landlord for such increases as Landlord may impose pay. Tenant shall keep the Premises and Building free from any liens arising from any work performed in accordance with this Lease. Any such conditions alterations, additions or improvements conducted by Tenant shall be in accordance with respect thereto as the Landlord reasonably deems appropriateall federal, state and local laws, rules and regulations, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsADA. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not Lessee may, it its own expense, make or have made such alterations, improvementsadditions, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or changes to the Demised Premises as it may deem necessary or expedient for its business operations within the Demised Premises, provided that the Lessee shall not make any material change or alteration in or around the Demised premises which, when completed, would substantially diminish the value of Demised Premises without the prior written reasonable consent of the Landlord Lessors. The foregoing notwithstanding, if the estimated cost of any proposed alteration, improvement, addition or change to the Demised Premises shall exceed the sum of ONE HUNDRED THOUSAND DOLLARS ($100,000.00), the Lessee shall first obtain the Lessors' approval, but such approval shall not be unreasonably withheld by the Lessors. (b) During the course of any construction, alteration or addition to the Demised premises, the Lessee shall deliver to the Lessors, at the Lessee's expense, comprehensive general liability insurance of the character and in each instancethe limits reasonably required by the Lessors, but in an amount not less that THREE MILLION DOLLARS ($3,000,000). (c) Any alteration, addition and improvement placed upon the Demised Premises by the Lessee, as well as fixtures and articles of personal property attached to or used in connection with such alterations, additions or improvements, shall immediately become the property of the Lessors and at the end or other termination of this lease, and shall be surrendered to the Lessors; provided, however, thatthat Lessors shall pay Lessee for the unamortized book value of those leasehold improvements fixed to the the Demised Premises as of the date of termination of this lease; and, except as provided, further, that the movable furniture, movable personal property, and movable trade fixtures put in at the expense of the Lessee which, pursuant to structural alterationsthe provisions of this Lease, improvements or additions and those prohibited may be removed by the Rules and Regulations attached hereto as Exhibit DLessee at or before the expiration or sooner termination of this Lease, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred deemed to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord andof, except as provided in Section 21, shall remain upon and be nor surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when dueto, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsLessors. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The During the Lease Term, Tenant shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The conditioned; provided, however, Tenant shall promptly pay may undertake nonstructural alterations to the Property costing less than $75,000 in the aggregate per year without Landlord’s prior written consent. If Landlord’s consent is required hereunder and Landlord or consents to the Tenant's contractors, as the case may be, when duemaking of any such alterations, the cost same shall be made by Tenant at Tenant’s sole expense by a licensed contractor and according to plans and specifications approved by Landlord and subject to such other conditions as Landlord shall reasonably require. Any work at any time commenced by Tenant on the Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the teens of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the any alterations costing $75,000 or more, Tenant shall deliver promptly provide Landlord with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Tenant shall promptly provide Landlord with (a) an architect’s certificate certifying the alterations have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials.such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for a certificate of occupancy (if the commencement and prosecution alterations are of such a nature as would require the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements issuance of public authorities, and in a good and workmanlike manner.certificate of occupancy); and (c) The Tenant's changes any other documents or information reasonably requested by Landlord. Tenant shall keep the Property free from any liens arising out of any work performed on, or materials furnished to, the Property. Tenant shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the state where the Property is located which provides that Landlord is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Property shall be deemed a claim against part of the Property and belong to Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause execute and deliver to Landlord such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the instruments as Landlord may discharge require to evidence the same. The Tenant shall defend, indemnify and save harmless the ownership by Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. After Completion of the Lessor’s Work, Lessee or any of its assignees or subtenants shall have the right, in accordance with this Section 22, to make any alterations or improvements to the Premises for the purpose of its business or the business of its assignees or subtenants (a“Lessee Change”); provided, that (i) The Tenant for any Lessee Change having a cost in excess of Fifty Thousand Dollars ($50,000), Lessee shall give Lessor written notice of any Lessee Change prior to commencement of any work and provide a set of plans and specifications for the proposed Lessee Change; (ii) no Lessee change may affect any structural element of the Buildings or system in the Buildings, nor be visible from the exterior of the Buildings without the prior written consent of Lessor, not make to be unreasonably withheld or have denied; (iii) all Lessee Changes shall be made in accordance with the requirements of all governmental authorities having jurisdiction thereover and the Permitted Exceptions; and (iv) no Lessee Change may cause the value of the property to be materially diminished thereby. Lessor agrees to sign promptly, at no expense or liability to Lessor, applications, permits or consents which may be required by public authorities in connection with alterations, improvements, decorationsor stockroom additions to the Premises which are in compliance with this Section 22 and are requested by Lessee, installations and substitutions its assignees or subtenants. Subject to the following sentence, Lessor may require Lessee to have all or any portion of such items designated by Lessor to be removed from the Premises upon the expiration or earlier termination of this Lease (collectively called "Tenant's changes") inexcept in the event of an early termination that is the result of Lessee’s purchase of the Premises), of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified remain in the consent referred to Premises, in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) which event they shall be and remain become the property of Lessor upon the Landlord and, except as provided in Section 21, shall remain upon and expiration or earlier termination of this Lease. Lessee may request Lessor to identify whether or not a particular Lessee Change will be surrendered with the Demised Premises required to be removed at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary time that Lessee seeks Lessor’s consent for such workLessee Change, or if no consent is required for a particular Lessee Change, Lessee may seek such determination prior to its construction. The work necessary to make any alterations, improvements or additions Lessee shall repair all damage to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired caused by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees installation or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge removal of any such claim, lien or charge or in connection with any action or proceeding brought thereonLessee Changes. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsnot, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedLandlord, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such which consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, make any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additionsadditions to the Premises and/or the Storage Area (hereinafter referred to as a "Change"). Tenant's reconfiguration of its office units shall not require Landlord's consent unless such reconfiguration results in alterations to the Building's HVAC, electrical, plumbing or other utility system. If Landlord consents to a Change it may impose such conditions with respect thereto as the Landlord reasonably Landlord, acting in its reasonable discretion, deems appropriate, including, including without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such workthe Change, insurance against liabilities which may arise out of such work and plans, the plans and specifications and naming Landlord as an additional insured together with all necessary permits necessary for such workChange. The work necessary to make any alterations, improvements or additions to the Demised Premises Change shall be done at the Tenant's expense by employees of or contractors hired selected by the Tenant and, with respect to a Change, approved by Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent approval shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith such manner and with all applicable laws at such times as Landlord shall direct to minimize disturbance to other tenants (and requirements without limiting the generality of public authoritiesthe foregoing, and Tenant acknowledges that Landlord may withhold its consent to the use of employees or contractors selected by Tenant if, in a good and workmanlike manner. (c) The TenantLandlord's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Buildingjudgment, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none retention of such materials shall be at any time subject to employees or encumbered by any liencontractor might delay, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.hinder or

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant LESSEE shall not make install, make, or have made alterationssuffer to be made, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of any alterations or improvements to the Demised Premises PREMISES or any part thereof without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent LESSOR which shall not unreasonably be unreasonably withheld withheld. All work performed by LESSEE shall be performed in accordance with good construction practices, applicable governmental requirements, the requirements of any insurance policy providing coverage to the PREMISES and the general and special conditions, plans and specifications approved by LESSOR. LESSEE shall comply with all construction and labor regulations of LESSOR and shall provide all bonds and insurance required by LESSOR, including such proof of bonding and insurance coverage as LESSOR may require. All alterations or delayedimprovements performed by LESSEE shall be carried out by licensed contractors reasonably approved by LESSOR and shall be carried out in accordance with all applicable laws and regulations. Unless otherwise specified LESSEE shall at LESSEE's sole cost and expense obtain all necessary permits, licenses and authorizations in connection with the consent referred construction. LESSEE's work shall be subject to the general inspection of LESSOR. LESSEE shall provide proof satisfactory to LESSOR that LESSEE's contractor will (a) provide warranties for not less than one year against defects in this Section 13workmanship, materials, and equipment; (b) carry or cause to be carried worker's compensation insurance covering all of the contractor's and its subcontractor's employees; and (c) carry public liability and property damage insurance which names LESSOR as an insured and requires thirty (30) days prior written notice to LESSOR before any change in or cancellation of coverage becomes effective. The policy or policies shall contain liability limits of not less than One Million Dollars ($1,000,000) single limit coverage. LESSOR shall have the right to post a notice of non- responsibility for liens arising out of any work performed, materials furnished and obligations incurred by LESSEE. LESSEE agrees to advise LESSOR in writing at least ten (10) business days in advance of the date upon which alterations will be commenced in order to permit LESSOR to post such a notice. LESSEE shall keep the PREMISES free from any and all liens arising out of any work performed, materials furnished or obligations incurred by LESSEE. LESSEE shall indemnify, defend and hold LESSOR harmless against any claim, demand, liability or expense on account of claims for work done or materials supplied for LESSEE or person claiming under it. All improvements or alterations in the Demised Premises made by LESSEE which are attached to the Tenant (including, PREMISES so that they cannot be removed without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting material injury to the Tenant's Property (as defined in Section 14)) PREMISES shall be and remain become the property of the Landlord and, except as provided in Section 21, shall remain LESSOR upon and be surrendered with installation. Not later than the Demised Premises at the termination last day of the term of this lease. If Lease, LESSEE shall, at LESSEE’S expense, remove all of LESSEE’S personal property and those improvements made by LESSEE which have not become the Landlord consents to any such alterationsproperty of the LESSOR, improvements or additionsincluding trade fixtures, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such cabinet work, insurance against liabilities which may arise out moveable paneling, partitions and the like; repair all damage resulting from the installation or removal of such work property and plansimprovements; surrender the PREMISES in as good order, specifications and permits necessary for such work. The work necessary to make any alterations, improvements condition or additions to the Demised Premises shall be done repair as they were at the Tenant's expense by employees beginning of or contractors hired by the Landlordterm, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work for reasonable use and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing wear thereof, and if damage by fire, the Tenant shall fail elements, casualty, act of God or other cause not due to do somisuse or neglect of LESSEE or LESSEE’S officers, then the Landlord may discharge the same. The Tenant shall defendagents, indemnify employees, or visitors; and save harmless the Landlord from and against remove at LESSEE’S expense any and all such claimssigns, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred notices or displays placed or installed by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonLESSEE. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of changes or improvements to the Demised Premises without the prior written reasonable consent of Landlord, not to be unreasonably withheld or delayed, and without first submitting to Landlord plans and specifications for such work. All work done by Tenant shall be performed in a good and workmanlike manner, in compliance with all applicable laws and at such times and in such manner as not to cause interference with any work of Landlord or with other tenants in the Landlord in each instance; provided, however, that, except as to structural Building. Any alterations, additions, or improvements (whether temporary or permanent in character) made in or upon the Premises, either by Landlord or Tenant (including but not be limited to, wall covering, carpeting or other floor covering, paneling, built-in trac moveable file systems, nurses call systems, built-in book shelves and built-in cabinet work), shall be deemed a part of the property of Landlord and shall be surrendered with the Premises at termination of this Lease and shall remain on the Premises without compensation to Tenant. All other furniture, movable trade fixtures (including but not be limited to, x-ray equipment, audio booths and laboratory equipment) and equipment installed by Tenant may (and shall at Landlord's option) be removed by Tenant at the termination of this Lease. Landlord reserves the right to prescribe that all improvements by Tenant shall be the same as or shall conform with Building standard items, materials and types of construction. All alterations, physical additions or improvements must be constructed by a contractor and those prohibited workmen approved by the Rules and Regulations attached hereto as Exhibit DLandlord, such consent shall not to be unreasonably withheld or delayed. Unless otherwise specified in All furniture, movable trade and equipment installed by Tenant not removed from the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after of the filing thereoftermination of the Lease shall be conclusively presumed to have been abandoned by Tenant and Landlord may, at its option, take over the possession of such property and either (a) declare same to be property of Landlord by written notice thereof to Tenant or (b) at the sole risk, cost, and if expense of Tenant, remove the same or any part thereof in any manner that Landlord shall choose and dispose of or store the same without incurring liability to Tenant shall fail or to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.. * *

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made any improvements, alterations, improvements, decorations, additions or installations and substitutions (collectively called "Tenant's changes") in, of in or to the Demised Premises (hereinafter referred to as the "Work") in excess of $25,000 in the aggregate in any twelve-month period or which modifies the electrical (other than production machinery and equipment changes and lighting, provided such changes in lighting do not adversely affect usability as an office/warehouse), mechanical, or structural aspects of the Office/ Warehouse Complex or the roof of the Office/Warehouse Complex without the Lessor's prior written reasonable consent. Along with any request for Lessor's consent and before commencement of the Landlord in each instance; provided, however, that, except as Work or delivery of any materials to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified used in the consent referred Work to the Premises or into the Office/Warehouse Complex, Lessee shall furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, and an indemnification in this Section 13such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor, any improvements or alterations and in an amount equal to the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling Work and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs liens for labor and material arising therefrom. Lessee agrees to be incurred in connection with such work, insurance against defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of such work and plansor be connected in any way with said improvements, specifications and permits necessary for such work. The work necessary to make any alterations, improvements additions or additions to the Demised Premises installations. All Work shall be done at the Tenant's expense only by employees of contractors or mechanics reasonably approved by Lessor and shall be done in accordance with good architectural and engineering practice. All work done by Lessee, its agents, employees, or contractors hired by the Landlord, except shall be done in such a manner as to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent avoid labor disputes. Lessee shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work improvements, alterations, additions or installations (including a reasonable charge for Lessor's engineering time), and also the cost of all repairs to painting, restoring, or repairing the Building required Premises and the Office/ Warehouse Complex occasioned by reason thereofsuch improvements, alterations, additions or installations. Upon completion of such work the Tenant Work, Lessee shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' furnish Lessor with contractor's affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completionliens, and receipted bills covering all labor and materials expended and used. The Work shall cause the Tenant's changes to be performed in compliance therewith and comply with all applicable laws insurance requirements and requirements all laws, ordinances, rules and regulations of public authorities, all governmental authorities and shall be constructed in a good and workmanlike manner. (c) The Tenant's changes . Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not constitute be allowed to make any alterations, modifications, improvements, additions, or installations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the basis for a claim against Office/Warehouse Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee to remove any improvements, additions or installation installed by Lessee in the Landlord, nor a lien or charge upon or against the Land or the BuildingPremises at Lessee's sole cost and expense, and if repair or restore any damage caused by the installation and removal of such improvements, additions, or installations; provided, however, the only improvements, additions or installations which Lessee shall remove shall be those specified in such notice. At the time approval is requested or granted or at the time Lessee requests Lessor to make a designation pursuant to the provisions hereof, as to any time specific change or alteration, Lessor shall designate which portion of such change or alteration shall be removed, repaired and restored at termination of this Lease and which portion may be surrendered at termination of this Lease without removal, repair and restoration and Lessor shall not be arbitrary or capricious in respect to any such claimdesignation. If no designation is made at the time approval or designation is requested or granted, lien Lessee shall not be required to remove and shall not remove the items covered by such request or charge shall be filed against the Land grant. Further, in respect to items as to which no specific written approval is requested or the Buildinggranted, Lessor may require, upon termination of this Lease, the Tenant shall cause such claim, lien or charge to be properly released removal (and repair of record within fifteen (15resulting damage) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claimapplicable improvement, lien alteration, addition or charge or installation installed in connection with any action or proceeding brought thereonthe Premises. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Properties in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably unresonably delayed, withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Properties, individually, costing less than $70,000 without Lessor’s prior written consent. Lessor shall respond to any request for consent within ten (10) days of a written request from Lessee detailing the proposed alterations together with plans and specification and any other information Lessor may reasonably require. If Landlord or the Tenant's contractors, as the case may be, when duefails to respond in writing within such 10-day period, the cost of all such work request shall be deemed approved under this Lease. If Lessor’s consent is required hereunder and of all repairs Lessor consents to the Building required making of any such alterations, the same shall be made by reason thereofLessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Properties shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Lease and all Legal Requirements. Upon completion of such work the Tenant any alterations individually costing $10,000 or more, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Lessee shall keep the Properties free from any liens arising out of any work performed on, or materials furnished to, the Properties. Lessee shall execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any equivalent notice permitted under applicable law in the states where the Properties are located which provides that Lessor is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Properties shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperties and belong to Lessor, and if at any time any Lessee shall execute and deliver to Lessor such claim, lien or charge shall be filed against instruments as Lessor may require to evidence the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make No alteration, addition, improvement or have made alterations, improvements, decorations, installations and substitutions installation (hereinafter collectively called "Tenant's changesAlterations" or individually referred to as an "Alteration") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as shall be made or permitted to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including12(b) below, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsof Landlord, which consent shall not be unreasonably withheld or delayed. The As a condition of giving any consent under this Section 12, Landlord may require, among other things, that Tenant (a) deliver to Landlord and obtain Landlord's approval of final plans and specifications for the Alterations, (b) obtain Landlord's approval of all contractors and subcontractors performing Alterations, (c) obtain all permits, approvals and certificates required by governmental or quasi-governmental bodies, and upon completion, certificates of final approval and shall deliver promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost duplicates of all such work governmental permits, approvals and certificates to Landlord, (d) carry and cause all contractors and subcontractors to carry, worker's compensation, general liability, personal and property damage insurance, and (e) if notice is given by Landlord to Tenant concurrently with the delivery of Landlord's approval of any Alteration that Landlord will require the removal of an Alteration at the expiration or earlier termination of the term, Landlord shall have the right to require Tenant, at its sole cost and expense, to remove any "Non-Standard" (hereinafter defined) Alteration, at the expiration or earlier termination of the Term. For purposes of this Section 12(a), a "Non-Standard" Alteration shall be any Alteration (y) that shall in Landlord's reasonable opinion require demolition costs on a per square foot basis materially greater than the costs on a per square foot basis to demolish the tenant improvements initially installed in the Premises and approved by Landlord and (z) that is of a nature not generally found in comparable office space at the time of the request for approval. Notwithstanding the foregoing provisions of this Section 12(a), Tenant shall have no right without Landlord's prior written consent, to make any Alterations which would (i) adversely affect the load bearing structural components and structural soundness of the Building, (ii) adversely affect the central environmental systems (excluding ventilation ducts, diffusers and returns), (iii) adversely affect the electrical, plumbing or other utility systems of the Building or (iv) adversely affect the roofing systems, window glass, window gaskets or glazing. Tenant shall have the right, without Landlord's consent, to install a supplemental air-conditioning system (the "Supplemental Air-Conditioning System") and a UPS power backup system (the "UPS System"), to service Tenant's use of and operations at the Premises. If such installation requires penetrating the roof, then Tenant shall remain responsible for repairs of such roof penetration. Such installations and the future maintenance thereof by Tenant shall be at Tenant's sole cost and expense and shall comply with all repairs applicable governmental laws, rules and regulations respecting same. Said systems shall be hooked up to the Building required Building's electrical system, however, separately metered and paid by reason thereofTenant directly to the utility company by separate billing from said utility company. Upon completion The Supplemental Air-Conditioning System shall be a 2.5 ton split system. Landlord will advise as to location of such work air-conditioning equipment which shall either be on the roof of the Building on the exterior of the Building located within ten (10) feet of the building facade abutting the Premises. The parties agree that the Tenant shall deliver Improvement Allowance applicable to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsTenant Build-Out shall be as set forth in the Work Letter. (b) The TenantNotwithstanding the foregoing, at its expenseTenant may, without Landlord's consent, make Alterations that are non-structural in nature and do not adversely affect the Building mechanical, plumbing or electrical systems; provided (i) Tenant shall give Landlord fifteen (15) days advance notice of such Alterations which notice shall include a description of such Alterations; (ii) all such Alterations shall be installed or constructed in accordance with all laws; (iii) Tenant shall obtain all necessary permits required by governmental permits or quasi-governmental bodies; (iv) all contractors shall be approved by Landlord, such approval not to be unreasonably withheld or delayed; (v) Tenant shall deliver to Landlord upon completion thereof as-built plans therefor; (vi) if the Alteration is a Non-Standard Alteration and certificates for if notice is given by Landlord to Tenant within said fifteen (15) day period that Landlord requires the commencement and prosecution removal of such Non-Standard Alteration at the expiration or earlier termination of the TenantTerm, then Tenant shall, at its sole costs and expense, remove any Non-Standard Alteration at the expiration or earlier termination of the Term; and (vii) Tenant shall carry and cause its contractors to carry worker's changes compensation, general liability, personal and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike mannerproperty damage insurance. (c) The Tenant's changes Notwithstanding any provision in this Section 12 or otherwise in this Lease to the contrary, Tenant shall not constitute make any Alteration that shall affect the basis for a claim against facade or exterior face of the Landlord, nor a lien Building or charge upon or against otherwise affect the Land or appearance of the Building, and if at Building from the exterior of the Building in any time respect. Landlord reserves the right to unreasonably withhold its consent to any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, Alteration in Landlord's sole and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonabsolute discretion. (d) The Tenant Except as set forth in Section 11 (b) above, all Alterations which may be made to the Premises, shall pay for all materials constituting Tenant's Changes, become the property of Landlord and remain and be surrendered with the Premises. Tenant agrees that none of such materials shall be at to repair any time subject damage to the Premises caused by or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or in connection with the interest removal of any other personarticles of personal property, firm business or corporation whether created voluntarily or involuntarilytrade fixtures, including without limitation thereto, repairing the floor and patching and painting the walls where damaged.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no structural alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Premises Office Space without prior written approval of Landlord, which approval may be granted or withheld in Landlord's sole and absolute discretion. Tenant shall have the right, without the prior written reasonable consent of Landlord, to redecorate the Landlord in each instance; providedinterior of the Office Space and to make interior alterations, however, that, except as additions or improvements to the Office Space of a non-structural nature subject to the following: (i) the costs associated with such redecorating or non-structural alterations, additions or improvements shall not exceed $5,000 in any one instance, (ii) such non-structural alterations, additions or improvements must not interfere with any mechanical, electrical, plumbing or other systems servicing the Building and any materials used in connection with such redecoration and/or non-structural alterations, additions and those prohibited or improvements must be of at least the same quality as required by the Rules and Regulations attached hereto as Exhibit Dthen current Building standards, (iii) all work associated with such consent redecorating or non-structural alterations, additions or improvements may only be made by contractors approved by Landlord, which approval shall not be unreasonably withheld withheld, conditioned or delayed. Unless otherwise specified in delayed and (iv) Tenant shall deliver final written and unconditional waivers of mechanic's and materialmen's liens as to the consent referred to in this Section 13Office Space, any improvements or alterations in the Demised Premises made by Building and the Tenant (includingland upon which the Building is situated for all work, without limitation, permanent partitions, wall paneling labor and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs services to be incurred performed and materials to be furnished in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any redecorating or non-structural alterations, additions or improvements. If the costs associated with any proposed redecorating or non-structural alterations, additions or improvements or additions to shall exceed $5,000 in any one instance, Tenant shall not undertake the Demised Premises shall be done at same without the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsof Landlord, which consent shall not be unreasonably withheld or delayedso long as Tenant complies with the requirements set forth in (ii), (iii) and (iv) hereinabove. The Tenant shall promptly pay 26 conduct any work performed hereunder in such a manner so as not to interfere with the operation of the Building and shall, prior to the commencement of the work, submit to Landlord copies of all necessary permits. Tenant covenants that all work shall be done in compliance with all applicable laws. Unless Landlord specifies at the time Landlord approves any alterations, additions or improvements to be made by Tenant hereunder that the same shall be removed by Tenant upon the expiration or earlier termination of this Lease, all such alterations, additions or improvements, whether temporary or permanent in character, made in or upon the Office Space shall be Landlord's property and at the end of the term hereof shall remain in or upon the Office Space without compensation to Tenant. If Landlord shall request in writing that any alterations, additions or improvements be removed from the Office Space upon the expiration or earlier termination of this Lease, Tenant will, prior to the expiration or termination of this Lease, remove any and all alterations, additions and improvements placed or installed by Tenant in the Office Space, and will repair any damage caused by such removal. Notwithstanding anything contained hereinabove to the contrary, all of Tenant's contractorsfurniture, as the case may be, when due, the cost of all such work movable trade fixtures and of all repairs equipment not attached to the Building required may be removed by reason thereof. Upon completion Tenant at the termination of such work the Tenant shall deliver to the Landlordthis Lease, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completionTenant so elects, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authoritiesso removed, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the if required by Landlord, nor a lien or charge upon or against the Land or the Building, and if not so removed, shall, at any time any such claimthe option of Landlord, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released become property of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonLandlord. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of the Properties or to the Demised Premises Improvements in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Landlord Properties or the TenantImprovements, costing less than $500,000 annually in the aggregate without Lessor's contractorsprior written consent:(which may include ancillary work to the plumbing, as electrical, HVAC and other building systems in compliance with Legal Requirements). If Lessor's consent is required hereunder and Lessor consents to the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee's sole expense by a licensed contractor. Any work at any time commenced by Lessee on the Properties and the Improvements shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work any alterations costing $500,000 or more in the Tenant aggregate, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect's certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Lessee shall not constitute keep the basis for a claim against Properties and the LandlordImprovements free from any liens arising out of any work performed on, nor a lien or charge upon or against materials furnished to, the Land Properties or the BuildingImprovements. Lessee shall execute and file or record, and if at as appropriate, a "Notice of Non-Responsibility," or any time any such claim, lien or charge shall be filed against equivalent notice permitted under applicable Law in the Land or states where the Building, Properties are located which provides that Lessor is not responsible for the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge payment of any such claim, lien costs or charge expenses relating to the additions or in connection with any action or proceeding brought thereonalterations. In no event may Lessee remove the Improvements from the Property during the Lease Term. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not have the right, subject to Landlord's prior written approval, to make or have made non-structural alterations, additions, or improvements (hereinafter collectively referred to as "improvements, decorations, installations ") to the interior of the Demised Premises. Said improvements and substitutions (collectively called "additions shall be accomplished at Tenant's changes") insole cost and expense and shall be made in compliance with all building codes and ordinances, of or laws, and regulations applicable to the Demised Premises without Premises. Tenant shall cause all improvements to be accomplished in a good workmanlike manner using the prior written reasonable consent of same quality and finish to match existing, Landlord shall have the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixturesright, but excepting not the obligation, to require Tenant's Property (as defined in Section 14)) shall be and remain the property removal of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises said improvements at the expiration or termination of the term Lease, including restoration of this leasethe Demised Premises, to its original state of improvement, configuration, etc. If Tenant shall keep the Landlord consents to Premises free from any liens arising out of any work performed, material furnished or obligation incurred by or for Tenant or any person or entity claiming through or under Tenant. In the event that Tenant shall not, within sixty (60) days following the imposition of any such alterationslien, improvements cause the same to be released by payment or additionsposting of a bond, it may impose Landlord shall have the right, but not the obligation, to cause such conditions with respect thereto lien to be released by such means as the Landlord reasonably deems appropriateproper, including, without limitation, requiring the Tenant to furnish the Landlord with security for the including payment of the claim giving rise to such lien, All such sums paid and all costs to be expenses incurred by Landlord in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises therewith shall be done at the Tenant's expense due and payable to Landlord by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record additional rent within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none receipt of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLandlord's invoice.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Leased Premises shall be done at without the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsof Landlord, which consent shall not be unreasonably withheld or delayedreasonably withheld. The Tenant shall promptly pay supply Landlord with a list of contractors and subcontractors, and with plans and specifications for all such alterations, improvements and additions prior to requesting such consent. All alterations, improvements and additions made by Tenant shall remain upon the Leased Premises at the expiration or earlier termination of this Lease and shall become the property of Landlord unless Landlord shall, prior to or after the termination of this Lease, have given written notice to Tenant to remove same or any of same, in which event Tenant shall remove such alterations, improvements and additions and restore the Premises to the same good order and condition in which it was on the Commencement Date. Should Tenant fail so to do, Landlord may do so, and Tenant shall reimburse Landlord for Landlord’s expenses, on demand. All of such alterations, improvements or additions shall be made solely at Tenant’s expense; and Tenant agrees to indemnify, defend and save harmless Landlord (a) on account of any injury to third persons or property by reason of any such improvements, additions or alterations, and (b) from the Tenant's contractorspayment of any claim on account of bills for labor or materials furnished or claimed to have been furnished in connection therewith. Tenant agrees to procure all necessary licenses, as the case may be, when due, the cost of permits and approvals before undertaking such work and to do all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner, employing materials of first class quality and complying with all applicable governmental requirements. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Premises without the prior written reasonable consent approval of the Landlord Landlord, unless in each instance; providedinstance and for each such alteration, however, that, except as addition or improvement Landlord or a contractor approved by Landlord is hired to structural do such alterations, improvements additions or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent improvements. Such approval shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred case of alterations, additions or improvements to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property interior of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any if such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security or improvements are normal for the payment use described in Item 1 (d) of all costs to be incurred in connection with such workthis Lease, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall do not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution adversely affect utility of the Tenant's changes and Premises for final approval thereof upon completionfuture tenants, and shall cause do not alter the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements exterior of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if are accompanied by prepayment or bond provisions or waivers by the contractor in form satisfactory to Landlord sufficient to protect the Building from claims of lien of any sort; otherwise, such approval may be withheld for any reason whatsoever. Furthermore, such alterations, additions or improvements absolutely shall not affect the mechanical, plumbing, electrical and HVAC systems in the Premises or the Building and shall not be of a structural nature. Tenant shall conduct its work in such a manner as to maintain harmonious labor relations and as not to interfere with the operation of the Building and shall, prior to the commencement of the work, submit to Landlord copies of all necessary permits. Landlord reserves the right to have final approval of the contractors hired by Tenant. All such contractors hired by Tenant shall be, at levels and coverage prescribed by Landlord, bonded and insured, and Landlord may require evidence of same, which Tenant agrees to secure and provide Landlord prior to the commencement of any time any work by such claimcontractors. All alterations, lien additions or charge improvements, whether temporary or permanent in character, made in or upon the Premises, either by Landlord or Tenant, shall be filed against Landlord's property and at the Land end of the term hereof shall remain in or upon the BuildingPremises without compensation to Tenant. If, however, Landlord shall request in writing, Tenant will, prior to the Tenant shall cause such claimexpiration or earlier termination of this Lease, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against remove any and all such claimsalterations, liens additions and chargesimprovements placed or installed by Tenant in the Premises, and all costs will repair any damage caused by such removal. All of Tenant's furniture, movable trade fixtures and expensesequipment not attached to the Building may be removed by Tenant at the expiration of this Lease, including reasonable attorney's feesif Tenant so elects, incurred and shall be so removed, if required by Landlord, and, if not so removed, shall, at the option of Landlord, become the property of Landlord. To the extent Tenant makes any alterations, additions or improvements and/or to the extent Landlord on behalf of Tenant under an "Extra Work Agreement" makes such alterations, additions or improvements, and as a result thereof it can be determined that thereupon was caused an increase in procuring the discharge of any such claimreal estate taxes or insurance premiums, lien or charge or in connection with any action or proceeding brought thereon. (d) The then Tenant shall pay be responsible for all materials constituting Tenant's Changes, and the Tenant agrees that none of reimbursing Landlord for such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyincreases as Landlord may pay.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not covenants and agrees that it will make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural no alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, changes of any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions kind to the Demised Premises shall be done at Property without first submitting the Tenant's expense by employees of or contractors hired by plans thereof to Landlord and securing the Landlord, except to the extent the Landlord gives its prior written consent to of the Tenant's hiring employees or contractorsLandlord, which consent shall not be unreasonably withheld withheld, conditioned or delayed. The ; provided, however, that Tenant shall promptly pay may, at its own option and without having to secure the Landlord consent, written or the Tenant's contractors, as the case may be, when due, the cost otherwise of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, make any alterations or changes of any kind to the Property which may be required by any governmental order or regulation copies of which shall be provided to Landlord along with all necessary plans and permits, and, so long as such alterations or changes are not of a character required to be performed by Landlord under this Lease, such alterations or changes shall be made at no expense to Landlord; provided, however, that nothing herein shall obligate Tenant to make any capital improvements to the Property. All improvements, alterations, replacements and building service equipment made or installed by or on behalf of Tenant and permanently affixed to the Property shall immediately upon completion or installation thereof be and become the property of Landlord, without payment therefor by Landlord, but subject to the provisions of this Lease; provided that all machinery, equipment (other than building service equipment), trade fixtures, movable partitions, furniture and furnishings installed by Tenant or maintained on the Property, even if payment is made directly permanently affixed thereto, shall remain the property of Tenant, and Tenant shall, if not in default beyond any applicable grace or notice and cure period, be entitled to contractorsremove the same or any part thereof at any time during the Lease term, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenantbut Tenant shall, at its expense, repair any and all damage to the Property resulting from or caused by such removal. The interest of Tenant in any property, which is not so removed, shall obtain all necessary governmental permits and certificates for at the commencement and prosecution end of the time provided for removal thereof vest in Landlord. Landlord's approval of any plans, specifications or working drawings shall create no responsibility or liability on the part of the Landlord for their completeness, design sufficiency or compliance with any laws, rules and regulations of governmental agencies or authorities. The alterations shall conform to the requirements of Landlord's and Tenant's changes insurers and for final approval thereof upon completionof the Federal, state and local governments having jurisdiction over the Property, shall cause the Tenant's changes to be performed in compliance therewith accordance with the terms and with all applicable laws and requirements provisions of public authorities, and this Lease in a good and workmanlike manner. (c) The Tenant's changes manner and shall not constitute adversely affect the basis for a claim against value, utility or character of the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonProperty. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Landlord Premises (including the exterior, plumbing and electrical elements) costing less than $500,000 (which amount shall be adjusted annually in proportion to the increases in CPI) in any calendar year, without Lessor’s consent. For purposes of this Lease, alterations to the structural elements of the Premises shall mean: (i) alterations which affect the foundation or “footprint” of the Tenant's contractorsimprovements at the Premises; or (ii) alterations which involve the structural elements of the improvements at the Premises, such as a load-bearing wall, structural beams, columns, supports or roof. If Lessor’s consent is required hereunder and Lessor consents to the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor, which approval shall not be unreasonably withheld, conditioned or delayed, and subject to such other conditions as Lessor may reasonably require. Any work at any time commenced by Lessee on the Premises shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work and the terms of all repairs to the Building required by reason thereofthis Lease. Upon completion of any alterations, Lessee shall promptly provide Lessor with (i) evidence of full payment to all laborers and materialmen contributing to the alterations, (ii) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications, (iii) a certificate of occupancy (if the alterations are of such work a nature as would require the Tenant issuance of a certificate of occupancy), and (iv) any other documents or information reasonably requested by Lessor. Any addition to or alteration of the Premises (excluding any Personal Property) shall automatically be deemed a part of the Premises and belong to Lessor, and Lessee shall execute and deliver to Lessor such instruments as Lessor may require to evidence the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials addition or alteration. Lessee shall be at execute and file or record, as appropriate, a “Notice of Non-Responsibility,” or any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or equivalent notice permitted under applicable law in the interest of any other person, firm or corporation whether created voluntarily or involuntarilystate where the Premises are located.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions additions or improvements (collectively called "Tenant's changesAlterations") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by first obtaining the Landlord, except to the extent the Landlord gives its prior 's written consent to the Tenant's hiring employees or contractorsconsent, which consent shall not be unreasonably withheld withheld. All alterations or delayedother fixtures, whether temporary or permanent in character (except only the movable office furniture and equipment of the Tenant), made in or upon the Premises, either by Tenant or Landlord, shall be Landlord's property and shall remain upon the Premises at the termination of the Term by lapse of time or otherwise, without compensation to Tenant. The Tenant At the option of Landlord, all or any part of such Alterations may be required by Landlord to be removed from the Premises at the expiration of the Term or other termination of this Lease at Tenant's expense and, at Tenant's expense, the Premises shall promptly pay be restored to their original condition existing prior to the Landlord or installation of the alterations by Tenant's contractors, as the case may be, when due, the cost of all such work ordinary wear and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialstear excepted. (b) The Tenant shall pay or cause to be paid all costs for work done by Tenant or caused to be done by Tenant on the Premises of a character which will or may result in liens on Landlord's interest therein and Tenant will keep the Premises free and clear of all mechanic's liens and other liens on account of work done for Tenant or persons claiming under it. Tenant hereby agrees to indemnify, defend and save Landlord harmless of and from all liability, loss, damage, costs or expenses, including reasonable attorneys' fees, incurred on account of any claims of any nature whatsoever for work performed for, or materials or supplies furnished to Tenant, at its expenseincluding lien claims of laborers, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to materialmen or others. Should any such liens be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim filed or recorded against the LandlordPremises with respect to work done or for materials supplied to or on behalf of Tenant or any action affecting the title thereto be commenced, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge liens to be properly released removed of record within fifteen five (155) days after the filing thereof, and if the notice from Landlord. If Tenant shall fail be in default in paying any charge for which a mechanic's lien or suit thereon has been filed and shall not have caused such lien or suit to be discharged, Landlord may (but without being required to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all ) pay such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with claim any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changescosts, and the Tenant agrees that none of such materials amount so paid, together with reasonable attorneys' fees incurred in connection therewith, shall be at any time subject immediately due from Tenant to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLandlord.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Following the Occupancy Date and during the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake nonstructural alterations to the Landlord or Property, individually, costing less than $150,000 (such limit shall increase by 2.0% each Lease year) without Lessor’s prior written consent. If Lessor’s consent is required hereunder and Lessor consents to the Tenant's contractors, as the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the Tenant any alterations individually costing $150,000 or more, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Following the Occupancy Date, Lessee shall keep the Property free from any liens arising out of any work performed on, or materials furnished to, the Property. Lessee shall execute and file or record, as appropriate, a “Notice of Non‑Responsibility,” or any equivalent notice permitted under applicable Law in the state where the Property is located which provides that Lessor is not constitute responsible for the basis for payment of any costs or expenses relating to the additions or alterations. Any addition to or alteration of the Property shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperty and belong to Lessor, and if at any time any Lessee shall execute and deliver to Lessor such claim, lien or charge shall be filed against instruments as Lessor may reasonably require to evidence the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not may make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or Improvements to the Demised Premises without Premises, but if any such Improvements affect the prior written reasonable consent structure of the Landlord in each instance; providedPremises or any of the mechanical, however, that, except as to structural alterations, improvements electrical or additions and those prohibited by plumbing systems serving the Rules and Regulations attached hereto as Exhibit D, such consent Premises (“Major Alterations”) the Tenant shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary entitled to make any alterations, improvements or additions to such Major Alterations unless the Demised Premises shall be done at the Tenant's expense by employees Tenant has obtained prior written approval of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees which approval may be arbitrarily or contractors, which consent shall not be unreasonably withheld or delayedwithheld. The Tenant Tenant’s request for such approval shall promptly pay to be in writing and shall be accompanied by an adequate description of the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such contemplated work and of where appropriate, working drawings. The Landlord shall have the right to inspect and supervise all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits Major Alterations both during and full and final waivers of all liens for labor, services or materialsafter construction. (b) The Tenant, at its expense, All Improvements shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be be: (i) performed in compliance therewith and with all applicable laws and requirements of public authorities, and by qualified workers; (ii) completed in a good and workmanlike mannerfashion and in compliance with all Laws; (iii) carried out in a diligent fashion; and (iv) at the sole expense of the Tenant, unless prior arrangements are made for participation in the cost by the Landlord. (c) The Tenant's changes Tenant acknowledges that the approval of the Landlord shall not constitute in no way reduce or otherwise affect the basis for a claim against requirement that all Major Alterations be subject to the inspection by and the reasonable supervision of the Landlord, nor a lien . Any inspection or charge upon or against supervision of the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred Major Alterations by the Landlord in procuring will not relieve the discharge Tenant of any of its obligations under this Lease. In no event will any inspection or supervision by the Landlord be a representation that there has been or will be compliance with this Lease or any Laws or that the Major Alterations are free from defective materials or workmanship. The Landlord will not be liable for any damage to the Tenant, any other Person or the property of the Tenant or of any other Person by reason of such claim, lien inspection or charge or in connection with any action or proceeding brought thereonsupervision by the Landlord. (d) The Tenant shall pay obtain all necessary permits, consents or licences for all materials constituting Tenant's Changes, and the Tenant agrees that none carrying out of such materials shall be the Improvements at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyits own expense.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Amtrak shall not have the right to make or have made alterations, improvements, decorations, installations alterations and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Premises without Premises, New Platform or Property subject to the prior written reasonable consent following terms and conditions: a. No alterations or improvements made by Amtrak shall in any way impair the structural stability of the Landlord New Station. b. Amtrak shall request Lessor’s approval prior to making any alterations or improvements and all alterations or improvements must be approved in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited writing by the Rules and Regulations attached hereto as Exhibit D, such consent Lessor. Lessor’s approval shall not be unreasonably withheld withheld, conditioned or delayed. Unless otherwise specified in . c. Amtrak shall cause the consent referred Property to in this Section 13be kept free and clear of any mechanic’s lien or materialmen’s liens which may arise out of the construction of any such alterations or improvements by Amtrak. d. Except for Amtrak Personal Property, any all alterations and improvements or alterations in that are permanently affixed to the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) New Platform shall be and remain become the property of the Landlord and, except as provided in Section 21, Xxxxxx and shall remain upon on and be surrendered with the Demised Premises and New Platform at the expiration or sooner termination of this Lease unless otherwise agreed to by the term Parties. e. Amtrak Personal Property shall remain the property of Amtrak and may be removed by Amtrak at any time during the Term or upon the expiration or earlier termination of this leaseLease. Amtrak shall repair any damage to the Premises and New Platform caused by Amtrak's removal of the Amtrak Personal Property, but Amtrak shall have no obligation to remove such items from the Premises and New Platform at any time during the Term. f. Amtrak, in its sole discretion and without limiting the obligations of Lessor herein, may make improvements to the Property required for the installation of PIDS or to comply with the ADA, the Rehabilitation Act of 1973 as amended (29 USC 794 et seq.) (“Rehabilitation Act”) or any implementing regulations or other statutes, laws regulations or judicial or legislative mandates. If the Amtrak chooses to make such improvements, Amtrak may enter in, on, over, through and upon any property of Lessor to obtain access to make such improvements. Landlord's approval shall not be required for such improvements and Landlord consents shall not be entitled to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred further compensation in connection with such workimprovements. g. Amtrak, insurance against liabilities which in its sole discretion and without limiting the obligations of Lessor herein, may arise out of such work make improvements to the Property or adjacent areas for security purposes, to include the right to install security cameras and plans, specifications and permits necessary for such workintrusion detection systems (“Security Improvements”). The work necessary If Amtrak chooses to make Security Improvements, Amtrak may enter in, on, over, through and upon any alterationsproperty of Lessor to obtain access in order to make such Security Improvements with the reasonable approval of the City, improvements such approval not to be unreasonably withheld, delayed, or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent conditioned. Lessor shall not be unreasonably withheld or delayed. The Tenant shall promptly pay entitled to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or further compensation in connection with any action the Security Improvements. To the extent that Lessor has or proceeding brought thereonwill have security cameras or intrusion detection systems installed at the Property, Lessor agrees, without further compensation, that Amtrak shall have the right to access information, recordings, feeds and video from such security systems and that Amtrak may share such information with federal, state or local law enforcement agencies for security purposes. Amtrak, without the approval of City, may install two (2) panic buttons under Amtrak’s ticket counter at locations specified by Amtrak, which will be connected directly to and will contact the nearest local police station. (d) The Tenant h. Amtrak, in its sole discretion and without limiting the obligations of Lessor herein, may install WIFI in the Property. i. Lessor shall pay for all materials constituting Tenant's Changesnot alter or remove any alterations or improvements made by Amtrak to the Property during the Term or as long as Amtrak occupies the Premises or uses the New Station and New Platform, without prior written approval of Amtrak, which approval may be withheld by Amtrak in its sole and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyabsolute discretion.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not at any time during the term hereof make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or any alterations to the Demised Premises without the prior first obtaining Lessor's written reasonable consent of the Landlord in each instancethereto, which consent Lessor shall not unreasonably withhold or delay; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent that Lessor shall not be unreasonably withheld deemed unreasonable by refusing to consent to any alterations which are visible from the exterior of the Building or delayedPremises, which will or are likely to cause any weakening of any part of the structure of the Premises or the Building or which will or are likely to cause damage or disruption to the Building systems or which are prohibited by any underlying mortgage, all of which alteration requests Lessor may reject in its sole discretion. Unless otherwise specified in Should Lessee desire to make any alterations to the consent referred Premises, Lessee shall submit all plans and specifications for such proposed alterations to Lessor for Lessor's review before Lessee allows any such work to commence, and Lessor shall approve or disapprove such plans and specifications for any of the reasons set forth in this Section 1321(a) or for any other reason reasonably deemed sufficient by Lessor. Lessee shall select and use only contractors, subcontractors or other service personnel from those listed on Lessor's approved list maintained by Lessor in its management office. Upon Lessee's receipt of written approval from Lessor and any improvements or alterations required approval of any mortgagee of Lessor, and upon Lessee's payment to Lessor of a reasonable fee prescribed by Lessor for the work of Lessor and Lessor's employees and representatives in reviewing and approving such plans and specifications, Lessee shall have the Demised Premises made by right to proceed with the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixturesconstruction of all approved alterations, but excepting only so long as such alterations are in strict compliance with the Tenant's Property (as defined in Section 14)) shall be plans and remain specifications so approved by Lessor and with the property provisions of the Landlord and, except as provided in this Section 21, shall remain upon including the use of contractors and be surrendered with the Demised Premises at the termination of the term of this leaseservice personnel approved in advance by Lessor in writing. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises All alterations shall be done made at the TenantLessee's expense expense, either by employees Lessee's contractors approved in advance by Lessor, or, at Lessee's option, by Lessor on terms reasonably satisfactory to Lessee, including a reasonable fee of actual expenses to Lessor to cover Lessor's overhead. In no event, however, shall Lessee or its contractors hired by the Landlord, except or repair personnel be permitted to the extent the Landlord gives its prior written consent to the Tenant's hiring employees do or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such allow any work and of all repairs to affecting the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialssystems. (b) The TenantAll construction, at its expensealterations and repair work done by, or for, Lessee shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to (i) be performed in compliance therewith and such a manner as to maintain harmonious labor relations, (ii) not adversely affect the safety of the Building or the Premises or the systems thereof; (iii) comply with all applicable laws building, safety, fire, plumbing, electrical and requirements other codes and governmental and insurance requirements, (iv) not result in any usage in excess of public authoritiesbuilding standard of water, electricity, gas or other utilities or of heating, ventilating or air-conditioning (either during or after such work) unless prior written arrangements satisfactory to Lessor are made with respect thereto, (v) be completed promptly and in a good first-class and workmanlike mannermanner and, if applicable, in compliance with, and subject to, all of the provisions of Exhibit "E" hereto, and (vi) not disturb other tenants in the Building. (c) The TenantAll leasehold improvements, alterations and other physical additions made to, or installed by or for Lessee in, the Premises shall be insured by Lessee, including Lessee's changes furniture, personal property and movable trade fixtures. Lessee shall remove, at Lessee's expense, all furniture, personal property, movable trade fixtures and, if directed to or permitted to do so by Lessor in writing, and to the extent that the removal of the same will not constitute cause any structural damage to the basis for a claim against the Landlord, nor a lien or charge upon or against the Land Premises or the Building, all, or any part of, the leasehold improvements, alterations and if other physical additions made by Lessee to the Premises, on or before the expiration date or earlier termination of this Lease; Lessee shall repair, or promptly reimburse Lessor for the cost of repairing, all damage done to the Premises or the Building by such removal. Any leasehold improvements, alterations or physical additions made by Lessee which Lessor does not direct or permit Lessee to remove at any time during or at the end of the term shall become the property of Lessor without any payment to Lessee. If Lessee fails to remove any of Lessee's furniture, personal property or movable trade fixtures by the expiration date or earlier termination of this Lease or, if Lessee fails to remove any leasehold improvements and other physical additions made by Lessee to the Premises which Lessor has in writing directed Lessee to remove, Lessor shall have the right, on the fifth (5th) day after Lessor's delivery of written notice to Lessee, to deem such claimproperty abandoned by Lessee and to remove, lien store, sell, discard or charge otherwise deal with or dispose of such abandoned property in a commercially-reasonable manner. Lessee shall be filed against the Land or the Building, the Tenant shall cause liable for all costs of such claim, lien or charge to be properly released disposition of record within fifteen (15) days after the filing thereofLessee's abandoned property, and if the Tenant Lessor shall fail have no liability to do so, then the Landlord may discharge the sameLessee in any respect regarding such property of Lessee. The Tenant provisions of this Section 21(c) shall defend, indemnify and save harmless survive the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge expiration or earlier termination of any such claim, lien or charge or in connection with any action or proceeding brought thereonthis Lease. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant LESSEE hereby expressly acknowledges that the LEASED PREMISES are in good and tenantable condition and agree to keep the same in such condition. Furthermore 9.1 The LESSEE shall not introduce any permanent fixtures, improvements or make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to an alterations on the Demised Premises LEASED PREMISES without the prior written reasonable consent approval of the Landlord in each instance; providedLESSOR. The prior written approval, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent which shall not be unreasonably withheld denied, delayed or delayedconditioned by the LESSOR, for such permanent fixtures, improvements or, alterations, whether structural, architectural, mechanical or electrical shall not relieve the LESSEE from the responsibility of obtaining the relevant permit from the appropriate governmental authorities; neither shall it relieve the LESSEE from full compliance with all Building and Fire Codes and Regulations. Unless otherwise specified All expenses for any permit and government inspection fee shall be at the LESSEE'S expense. The LESSOR shall have the right, after at least Twenty-four (24) hours' written notice to the LESSEE, to inspect the work during and after the completion thereof to assure itself of such compliance. 9.2 The installation of additional electronic, water, telephone, teletype and other connections in the LEASED PREMISES shall be for the account and expense of the LESSEE who must obtain the prior written consent referred and approval of the LESSOR before installing the same. 9.3 In the event that any law, ordinance, land use, restrictions, rule or regulation shall require that an alteration, addition or other change; or improvement be made on the LEASED PREMISES as a result of the LESSEE'S use of the LEASED PREMISES, the LESSEE hereby agrees to in this Section 13make, any at its own expense, such alteration, addition, change or improvement with the prior written approval or consent of the LESSOR, which approval shall not be unreasonably denied, delayed or conditioned. 9.4 All permanent improvements or and alterations in the Demised Premises made LEASED PREMISES, which were introduced by the Tenant (includingLESSEE upon the prior written approval of the LESSOR and which cannot be removed without causing damage or injury to the LEASED PREMISES, without limitationmay remain in the LEASED PREMISES upon the expiration of the Lease Period or any extension or renewal thereof, permanent partitions, wall paneling or upon the termination of this Contract. Said improvements and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) alterations shall be and remain become the property of the Landlord andLESSOR, except as provided in Section 21without any obligation on the part of the LESSOR to reimburse the LESSEE for the value thereof. 9.5 Upon the expiration of the Lease Period or any extension or renewal thereof, shall remain upon and be surrendered with the Demised Premises at or the termination of this Contract, all permanent improvements and alterations in the term LEASED PREMISES, which were introduced WITHOUT the prior written approval of this leasethe LESSOR and which cannot be removed without causing damage or injury to the LEASED PREMISES shall be removed by the LESSEE at his expense or it may remain in the LEASED PREMISES as property of the LESSOR without any obligation on the part of the LESSOR to reimburse the LESSEE for the value thereof, at the option of the LESSOR. If In case the Landlord consents to any such LESSOR opts for the removal of the unauthorized improvements or alterations, the LESSEE shall also have the obligation to restore the LEASED PREMISES to its state prior to such unauthorized improvements or additions, it may impose such conditions with respect thereto as alteration/s at its expense and in the Landlord reasonably deems appropriate, including, without limitation, requiring presence of and under the Tenant to furnish supervision of a representative of the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such workLESSOR. The work necessary LESSEE shall likewise have to make any alterationscomplete the said, improvements or additions to removal and restoration before it leaves the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsLEASED PREMISES. (b) 9.6 The TenantLESSEE may, at its option and expense, shall obtain all necessary governmental permits elect to remove such alterations and certificates for improvements which are capable of being detached without causing material damage or injury to the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike mannerLEASED PREMISES. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without Upon the prior written consent and approval of Lessor, Lessee shall have the right to make reasonable consent of alterations, installations, modifications or other improvements to the Landlord Premises in each instance; providedorder to make the Premises appropriate for Lessee's intended use as manufacturing and office facility, including moving interior, non weight-bearing walls, installing overhead cranes, plumbing and electrical wiring facilities (hereafter "Improvements"). Provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, that such consent Improvements shall not disturb or in any way change any plumbing or wiring, without in each and every of such cases the prior written consent of Lessor. Lessors prior written approval of plans and specifications for Improvements shall not constitute an assumption of the responsibility for the compliance of such plans and specifications with applicable codes, regulations or statutes, which responsibility shall be unreasonably withheld or delayedsolely Lessee. Unless otherwise specified in the consent referred All such improvements shall be made at Lessee's sole cost and expense. All Improvements and all repairs required to in this Section 13, any improvements or alterations in the Demised Premises be made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) Lessee shall be made in good and remain the property of the Landlord andworkmanlike manner and in compliance with all governmental requirements and codes. Lessee shall hold Lessor harmless and indemnified from all injury loss, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents claims or damage to any such alterationsperson or property occasioned by, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out the construction or installation of such work and plans, specifications and permits necessary for such workImprovements. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, Lessee shall obtain all necessary permits from governmental permits authorities. Lessee shall repair any damage and certificates for perform any necessary clean-up to the commencement and prosecution Building or its contents resulting from any Improvements made by Lessee. SECTION THIRTY-ONE TRADE FIXTURES Upon the termination of the Tenantthis Lease Lessee may remove Lessee's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any trade fixtures and all of Lessee's personal property and equipment provided that Lessee shall repair any injury or damage to the Leased Premises that may result from such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonremovals. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have allow to be made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of any alteration or physical addition in or to the Demised Leased Premises without first obtaining the prior written reasonable consent of Landlord. Any and all such alteration, physical additions or improvements to the Landlord in each instanceLeased Premises shall be surrendered to landlord upon the termination of this Lease, by lapse of time or otherwise; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent this paragraph shall not apply to moveable equipment, trade fixtures or furniture of Tenant, which may be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made removed by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination end of the term of this leaseLease if Tenant is not then in default. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, bear the cost of all such work removal of Tenant's property from the Leased Premises and of all repairs to the Building required Leased Premises necessitated by reason thereofsuch removal. Upon completion of such All work the performed by Tenant shall deliver with respect to the Landlord, if payment is made directly Leased Premises shall be performed so as not to contractors, evidence alter the exterior or interior appearance of payment, contractors' affidavits the Building and full and final waivers so as not to adversely affect the structure or safety of all liens for labor, services or materials. (b) The Tenant, at its expensethe Building, shall obtain comply with all necessary building safety, fire and other codes and governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completioninsurance requirements, and shall cause the Tenant's changes to be performed so as not to result in compliance therewith and with all applicable laws and requirements any usage in excess of public authoritiesBuilding standard of water, electricity, heating, ventilation, or air conditioning (either during or after such work) unless prior written arrangements satisfactory to Landlord are entered into. All work shall be completed promptly and in a good workmanlike manner and workmanlike manner. (c) The Tenantshall be performed in such a manner that no valid mechanic's, materialman's changes shall not constitute the basis for a claim against the Landlord, nor a lien other similar liens attach to Tenants leased estate or charge upon or against the Land or to the Building, or the land upon which it is situated, and if at any time in event shall Tenant permit, or be authorized to permit, any such claimliens (valid or alleged) or other claims to be asserted against Landlord or Landlord's rights, lien or charge shall be filed against the Land or estates, and interests with respect to the Building, the Tenant shall cause such claimland on which it is situated, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilylease.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall Lessee is taking the Premises “as is,” and Lessor is not obligated to make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or any modifications to the Demised Premises without in order to accommodate Lessee. Provided it obtains the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractorswithheld, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The TenantLessee, at its sole expense, shall obtain all necessary governmental permits will construct an obstruction such as a chain-link fence to enclose and certificates for separate the commencement and prosecution of Premises from the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed other space in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any may from time any such claimto time make whatever alterations and additions to the Premises and construct whatever additional improvements on the Premises as Lessee deems necessary or desirable in the conduct of its activities on the Premises, lien or charge provided the same when completed will not result in a material reduction of the value of the Premises. Any and all alterations, additions, additional improvements and buildings shall be filed against made in compliance with all statutes, laws, ordinances, rules and regulations of any governmental authority having jurisdiction of the Land or Premises. In addition, Lessee shall, prior to commencing any alterations, additions, additional improvements and buildings, obtain all necessary permits and licenses from the Building, the Tenant appropriate governmental authorities. Lessee shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, also indemnify and save hold Lessor harmless the Landlord from and against any and all such claims, statutory liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge or claims or liens of any such claimcontractor, lien subcontractor, materialman, laborer or charge or any other party which may arise in connection with any action alteration, addition, additional improvement or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changesbuilding to the Premises. Any alteration, and addition, additional improvement or building installed or placed on the Tenant agrees that none of such materials shall Premises by Lessee may be removed by Lessee at any time subject time, provided Lessee repairs any damage to or encumbered the Premises caused by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilysaid removal.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant During the Lease Term, Lessee shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLessor, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Lessee may undertake alterations to the Landlord or Property, individually, costing less than $100,000 (provided that the Tenant's contractors, as total for any twelve month period is not greater than $250,000) without Lessor’s prior written consent. If Lessor’s consent is required hereunder and Lessor consents to the case may be, when duemaking of any such alterations, the cost same shall be made by Lessee at Lessee’s sole expense by a licensed contractor and according to plans and specifications approved by Lessor and subject to such other conditions as Lessor shall reasonably require. Any work at any time commenced by Lessee on the Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all such work the terms of this Lease and of all repairs to the Building required by reason thereofLegal Requirements. Upon completion of such work the Tenant any alterations individually costing $100,000 or more, Lessee shall deliver promptly provide Lessor with evidence of full payment to all laborers and materialmen contributing to the Landlordalterations. Additionally, upon completion of any alterations, Lessee shall promptly provide Lessor with (a) an architect’s certificate certifying the alterations to have been substantially completed in conformity with the plans and specifications (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. such a certificate from the architect); (b) The Tenant, at its expense, shall obtain all necessary governmental permits a certificate of occupancy (if the alterations are of such a nature as would require the issuance of a certificate of occupancy); and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes any other documents or information reasonably requested by Lessor. Lessee shall keep the Property free from any liens arising out of any work performed on, or materials furnished to, the Property (or, at Lessee’s election, Lessee shall bond over such liens or have a title endorsement issued to Lessor’s owner’s policy which insures over such liens). Any addition to or alteration of the Property that isn’t removable and that becomes permanently part of the Property (but not constitute including any replacements for the basis for Special Equipment (as defined in the Purchase and Sale Agreement) whether or not such Special Equipment that is deemed to be real property under the laws of the State of Illinois) shall be deemed a claim against part of the Landlord, nor a lien or charge upon or against the Land or the BuildingProperty and belong to Lessor, and if at any time any Lessee shall execute and deliver to Lessor such claim, lien or charge shall be filed against instruments as Lessor may require to evidence the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred ownership by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor of such materials shall be at any time subject to addition or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyalteration.

ALTERATIONS AND IMPROVEMENTS. (a) The 8.1 Save for the installation of trade fixtures and furnishings, the Tenant shall not will make or have made no alterations, improvementsinstallations, decorationsremovals, installations and substitutions (collectively called "Tenant's changes") in, of additions or to improvements in or about the Demised Premises without the Landlord's prior written reasonable consent, which consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall will not be unreasonably withheld or delayed. Unless otherwise specified , and in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out event of such consent, all work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be is done at the Tenant's sole expense by employees of or contractors hired by the Landlord, except to the extent and at such times and such manner as the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. may reasonably approve. 8.2 The Tenant shall promptly pay will not suffer or permit any builders' liens to be filed against the interest of the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the BuildingPremises by reason of work, labour, services or material supplied or claimed to have been supplied to the Tenant or for which the Tenant may be in any way obligated, and if any such builders' lien will at any time any such claim, lien or charge shall be filed against the Land or the BuildingPremises whatsoever, the Tenant shall will cause such claim, lien or charge the same to be properly released discharged from title to the Land within 20 days of record within fifteen (15) days the date the Tenant has knowledge of such filing. The Landlord may wish to post security under the provisions of the Builders Lien Act or any legislation replacing such Act. 8.3 All articles of personal property and all business and trade fixtures, machinery and equipment, cabinet work, furniture and movable or immovable partitions owned or installed by the Tenant at the expense of the Tenant in the Premises will remain the property of the Tenant and may be removed by the Tenant at any time during the Term, provided that the Tenant at its expense will repair any damage to the premises or the Building caused by such removal of the original installation. 8.4 The Landlord may elect to require the Tenant to remove all or any part of the business and trade fixtures, machinery and equipment, cabinet work, furniture and movable and immovable partitions owned or installed by or on behalf of the Tenant after the filing thereofcommencement of the Term (other than those which constitute ordinary and reasonable commercial fixtures and improvements which would be reasonably useable by other commercial tenants) at the expiration of this Lease in which event such removal is done at the Tenant's expense and the Tenant will, and at its expense, repair any damage to the Premises or to the Building caused by such removal. 8.5 If the Tenant does not remove the property set out in Section 8.4 forthwith after written demand by the Landlord, such property will, if the Tenant shall fail Landlord elects, be deemed to do so, then become the Landlord's property and the Landlord may discharge remove the same. The same at the same at the expense of the Tenant shall defend, indemnify and save harmless the cost of such removal will be paid by the Tenant forthwith to the Landlord from on written demand and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of will not be responsible for any loss or damage to such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none property because of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyremoval.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsthe right, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without having obtained the prior written reasonable consent of Landlord and Lender , (i) to make non-structural Alterations and (ii) to install Equipment in the Landlord in each instance; provided, however, Improvements or accessions to the Equipment that, except so long as at the time of construction or installation of any such Equipment or Alterations no Event of Default exists and the value, utility or structural integrity of the Building or the Leased Premises is not diminished thereby, nor the use of the Leased Premises altered thereby in any material respect. If Tenant desires to make structural alterationsAlterations to the Leased Premises, improvements or additions then the prior written approval of Landlord and those prohibited by the Rules and Regulations attached hereto as Exhibit D, Lender shall be required (such consent shall approval not to be unreasonably withheld or delayed. Unless otherwise specified ); provided that (i) "poke-throughs" or similar minor slab penetrations or reinforcement of existing structural elements to increase load bearing shall not constitute structural alterations if performed in the consent referred to in this Section 13, connection with any improvements or alterations in the Demised Premises made other permitted Alterations hereunder and (ii) Landlord's approval shall not be withheld (and shall be given by Landlord within ten (10) days of a written request by Tenant therefor accompanied by the statement of the Qualified Engineer below, or else shall be deemed given by Landlord) with respect to construction of internal stairways created within the Leased Premises, so long as Tenant gives to Landlord a writing signed by a reputable and recognized structural engineer selected by Tenant who regularly prepares plans for and/or reviews and approves structural work (includingincluding without limitation the construction and installation of internal stairways), without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the in first-class high-rise office buildings in Manhattan (a "Qualified Engineer") stating that Tenant's Property (as defined plans for such stairway(s) have been prepared and/or reviewed by, and are satisfactory to, such Qualified Engineer and are in Section 14)) compliance with all applicable Legal Requirements. Tenant shall not cause or permit to be constructed upon the Land any additional buildings without having first obtained the prior written consent of Landlord and remain Lender, such approval to be granted or withheld in their sole discretion. Landlord shall have the property right to require Tenant, at its sole cost and expense, to remove at the end of the Term, and Tenant shall so remove (and repair and restore as necessary to its prior condition) upon such request of Landlord and, except as provided in Section 21, shall remain upon and be surrendered with (i) all Specialty Alterations (other than the Demised Premises at SPU Areas) installed by Tenant after the termination of the term date of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriateLease, including, without limitation, requiring any internal stairway connecting any floor excluded from the Leased Premises as part of a partial extension of the Term by Tenant to furnish the Landlord with security for the payment of under Paragraph 5(c) hereof, and (ii) all costs to be incurred in connection with such workother Alterations which Landlord, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenanttime it granted approval to perform same, required that same be removed at the end of the Term, and (ii) any Alterations existing in violation of any Legal Requirements. If, in Landlord's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when duereasonable judgment, the cost of all any single Alteration or series of related Alterations to be performed in any consecutive twelve-month period is likely to exceed the Threshold Amount, Tenant shall provide to Landlord, within ten (10) days after Landlord's request therefor, adequate assurances (in Landlord's reasonable determination) that Tenant has the financial wherewithal to complete same lien-free and otherwise in accordance with the terms of this Lease and the Governing Documents. If such work assurances are not, in Landlord's reasonable determination, adequate, then Landlord may request further financial assurances in the form of a bond or letter of credit reasonably satisfactory to Landlord in form and substance and in an amount equal to or greater than Landlord's reasonable estimate of all repairs to the Building required by reason thereof. Upon completion anticipated cost of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsAlterations. (b) The TenantIf Tenant makes any Alterations pursuant to this Paragraph 13 or as required by Paragraph 12 or 17 (such Alterations and actions being hereinafter collectively referred to as "Work") whether or not Landlord's consent is required, at its expense, shall obtain all necessary governmental permits and certificates for then (i) the commencement and prosecution market value of the Tenant's changes and for final approval thereof upon completionLeased Premises shall not be lessened by any such Work or its usefulness impaired, and (ii) all such Work shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and by Tenant in a good and workmanlike manner. , (ciii) The Tenant's changes all such Work shall not constitute be expeditiously completed in compliance with all Legal Requirements, (iv) all such Work shall comply with the basis for a claim against the LandlordInsurance Requirements, nor a lien or charge upon or against the Land or the Building, and (v) if at any time any such claimWork involves the replacement of Equipment or parts thereto, lien all replacement Equipment or charge parts shall be have a value and useful life equal to the greater of (A) the value and useful life on the date hereof of the Equipment being replaced or (B) the value and useful life of the Equipment being replaced immediately prior to the occurrence of the event which required its replacement (assuming such replaced Equipment was then in the condition required by this Lease), (vi) Tenant shall promptly discharge or remove all liens filed against any of the Land or the BuildingLeased Premises arising out of such Work, the (vii) Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, procure and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify pay for all permits and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or licenses required in connection with any action or proceeding brought thereon. such Work, (dviii) The all such Work shall be the property of Landlord and shall be subject to this Lease, and Tenant shall pay for execute and deliver to Landlord any document requested by Landlord evidencing the assignment to Landlord of all materials constituting Tenant's Changesestate, right, title and interest (other than the leasehold estate created hereby) of Tenant or any other Person thereto or therein, and (ix) Tenant shall comply, to the Tenant agrees that none extent requested by Landlord or required by this Lease, with the provisions of Paragraphs 12(a) and 19(a), whether or not such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or Work involves restoration of the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLeased Premises.

ALTERATIONS AND IMPROVEMENTS. Tenant acknowledges and agrees that (a) The Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or the New Space is in the condition described on Attachment 1 to the Demised Premises without Work Letter Agreement attached to the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto Original Lease as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling “C” and lighting fixtures, but excepting the Tenant's Property all Base Building work (as defined in Section 14)) shall be and remain the property Paragraph 1 of the Landlord andWork Letter Agreement) with respect to the New Space has been completed, except as provided (b; the Glendale Federal Space and the Added 8th Floor Premises have also been improved with tenant improvements which are acceptable to Tenant and/or which Tenant may demolish, refurbish or alter at Tenant’s expense in accordance with Section 21, shall remain upon and be surrendered with the Demised Premises at the termination 14 of the term of this lease. If Original Lease (including removing any existing demising walls within the Landlord consents to any such alterationsAdded 8th Floor Premises and/or separating the Added 8th Floor Premises from the 8th Floor Space), improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis New Space has been or will be accepted by Tenant in its “AS IS” condition on the Commencement Date therefor as described in Paragraph 2 above, without any obligation on Landlord’s part to construct, or provide an improvement allowance or otherwise pay for, any tenant improvements or alterations for a claim against the LandlordNew Space, nor a lien or charge upon or against except for the Land or Leasehold Improvement Allowance to be paid for by Landlord as described in Paragraph 8(d) (ii) below with respect to the Buildinginitial Aggregate Improvements for the 2nd Floor Space, and if at any time any such claim, lien or charge (d) Tenant shall be filed against solely responsible for constructing all alterations and improvements for the Land or New Space in accordance with Section 14 of the BuildingOriginal Lease, and all of the initial Aggregate Improvements for the 2nd Floor Space in accordance with the applicable terms and conditions of the Work Letter Agreement attached to the Original Lease as Exhibit “C” with the following modifications: (i) Tenant shall cause such claimbe required to deliver to Landlord for Landlord’s approval the Tenant’s Design Development Drawings for the 2nd Floor Space prior to the date Tenant commences construction of the Aggregate Improvements for the 2nd Floor Space, lien or charge to be properly released of record within fifteen and Landlord will have three (153) days after receipt of the filing thereof, and if Design Development Drawings to approve them or advise Tenant of Landlord’s reasonable revisions therefor pursuant to the Tenant shall fail to do so, then procedures set forth in Section 2.1 of Exhibit “C” of the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon.Original Lease; and (dii) The Tenant shall pay the Leasehold Improvement Allowance to be provided by Landlord for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials 2nd Floor Space shall be at any time subject equal to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or $30.00 per usable square foot within the interest of any other person, firm or corporation whether created voluntarily or involuntarily2nd Floor Space.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Premises Office Space without the prior written reasonable consent approval of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent Lessor. Such approval shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred case of alterations, additions or improvements to the interior of the Office Space, if such alterations, additions or improvements are normal for office use, do not adversely affect utility of the Office Space for future tenants, do not alter the exterior of the Building, are not of a structural nature and are accompanied by prepayment or bond provisions or waivers by the contractor in form satisfactory to Lessor sufficient to protect the Building from claims of lien of any sort; otherwise, such approval may be withheld for any reason whatsoever. Lessee shall conduct its work in such a manner as to maintain harmonious labor relations and is not to interfere with the operation of the Building and shall, prior to the commencement of the work, submit to Lessor copies of all necessary permits. Lessor reserves the right to have final approval of the contractors hired by Lessee. All alterations, additions and improvements, whether temporary or permanent in character, made in or upon the Office Space, either by Lessor or Lessee, shall be Lessor's property and at the end of the term hereof shall remain in or upon the Office Space without compensation. If, however, Lessor shall request in writing, Lessee will, prior to termination of this Section 13Lease, remove any and all alterations, additions and improvements placed or alterations installed by Lessee in the Demised Premises made Office Space and will repair any damage caused by such removal. All of Lessee's furniture, movable trade fixtures and equipment not attached to the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall Building may be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises removed by Lessee at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the LandlordLease, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completionLessee so elects, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authoritiesso removed, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Buildingif required by Lessor, and if not removed, shall at any time any such claimthe option of Lessor, lien or charge shall be filed against become the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released property of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonLessor. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. 7.1 Tenant, at its sole cost and expense, shall have the right to make alterations, additions, or improvements to the interior of the Premises (collectively, “Improvements”), if such Improvements are normal for general office use, do not adversely affect the utility of the Premises for future tenants or the systems serving the Building, do not alter the exterior appearance of the Building, are not of a structural nature, and are not otherwise prohibited under this Lease; provided that no such Improvements shall be made without Landlord’s prior written consent, and all such Improvements shall be made in conformity with the requirements of Paragraph 7.2, below. 7.2 Any Improvements to be installed by Tenant during the Term, shall only be done in compliance with the following: (a) The No such work shall proceed without Landlord’s prior written approval of (i) Tenant’s contractor, and (ii) certificates of insurance from a company or companies approved by Landlord, furnished to Landlord by Tenant’s contractor, for public liability, automobile liability and property damage insurance with limits of not less than $1,000,000, $500,000, and $1,000,000, respectively, endorsed to show Landlord as an additional insured and for workmen’s compensation as required. Before commencing any work, Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions give Landlord at least five (collectively called "Tenant's changes"5) in, of or to the Demised Premises without the prior days’ written reasonable consent notice of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out proposed commencement of such work and plansshall, specifications if required by Landlord, secure at Tenant’s own cost and permits necessary for expense, a completion and lien indemnity bond in a form and by a surety acceptable to Landlord and in amount no less than the estimated cost of such Improvements to insure Landlord against liability from mechanic’s and materialmen’s liens and to insure completion of the work. The In addition, Landlord may require such additional items or assurances as Landlord in its sole discretion may deem reasonable or desirable. Landlord shall have the right at all times to enter the Premises to post notices of non-responsibility on the Premises and record verified copies thereof in connection with all work necessary to make of any alterations, improvements or additions to kind upon the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsPremises. (b) The TenantAll such work shall be done in conformity with a valid building permit or other permits or licenses when and where required, at its expenseand any work not acceptable to any governmental authority or agency having or exercising jurisdiction over such work, or not reasonably satisfactory to Landlord, shall obtain be promptly replaced at Tenant’s expense. Notwithstanding any failure by Landlord to object to any such work, Landlord shall have no responsibility therefor. Tenant covenants and agrees that all necessary governmental permits work done by or pursuant to the direction and certificates for the commencement and prosecution instruction of the Tenant's changes and for final approval thereof upon completion, and Tenant shall cause the Tenant's changes to be performed in full compliance therewith and with all applicable laws laws, rules, orders, ordinances, directions, regulations and requirements of public authoritiesall governmental agencies, offices, departments, bureaus and boards having jurisdiction, and in full compliance with the rules, orders, directions, regulations, and requirements of the Insurance Service Office, and of any similar body. Landlord at its option may supervise such work, and Landlord shall be entitled to make a good reasonable and workmanlike mannercustomary charge for any supervisory services rendered. (c) The Tenant's changes Tenant shall not constitute reimburse Landlord for any expense incurred by Landlord by reason of faulty or improper work done by Tenant or its contractors, for damage done by Tenant or its contractors to the basis for a claim against the Landlord, nor a lien or charge upon or against the Land Building or the BuildingProperty, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released by reason of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereoninadequate cleanup. (d) The Tenant or its subcontractors will in no event be allowed to install plumbing, mechanical, electrical wiring or fixtures, or partitions over 5’10” in height. (e) All work by Tenant shall pay be diligently and continuously pursued from the date of its commencement through its completion. 7.3 Non-standard installations made by or for all materials constituting Tenant's Changes, whether temporary or permanent in character, made either by Landlord or Tenant, and all personal property attached to the Tenant agrees that none of such materials Building (including floor coverings) shall be Landlord’s property at the end of the Term and shall remain on the Premises without compensation to Tenant; provided that, at the option of Landlord exercisable by written notice to Tenant, Tenant shall, at Tenant’s sole expense, within thirty (30) days after such notice, remove from the Premises any time subject or all such improvements and personal property and repair all damage to the Premises caused by such removal. All other personal property shall be removed by Tenant on or encumbered before the end of the Term, provided that Tenant shall repair all damages caused by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilysuch removal.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made any alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or replacements to the Demised Premises Premises, or any repairs required of Landlord under this Lease, without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit DLandlord, such consent shall not to be unreasonably given or withheld at the sole and absolute discretion of Landlord, except for the installation of unattached movable fixtures, which may be installed without drilling, cutting, or delayedotherwise defacing the Premises. Unless otherwise specified All alterations, additions, and improvements made in and to the Premises and all floor covering that is cemented or adhesively fixed to the floor and all fixtures (other than trade fixtures) which are installed in the consent referred Premises shall remain in and be surrendered with the Premises and shall become the property of Landlord at the expiration or sooner termination of this Lease. So long as Tenant is not in default hereunder, Tenant shall have the right to remove its trade fixtures from the Premises, provided that Tenant shall repair and restore any damage to the Premises caused or occasioned by such removal. (b) All repairs, alterations, additions and improvements done by Tenant within the Premises shall be performed in this Section 13a good and workmanlike manner, any improvements or alterations in compliance with all governmental, requirements, and at such times and in such manner as will cause a minimum of interference with other construction in progress and with the transaction of business in the Demised Building and/or Park. Whenever Tenant proposes to do any construction work within the Premises, Tenant shall first furnish to Landlord plans and specifications covering such work in such detail as Landlord may reasonably request. Such plans and specifications shall comply with such requirements as Landlord may from time to time proscribe for construction within the. Building and/or Park. In no event shall any construction work be commenced within the Premises made without Landlord's written approval of such plans and specifications. In the event Tenant does perform any construction work without the prior written consent of Landlord, Landlord shall, in addition to all other remedies it might have hereunder or at law, have the right to require Tenant to immediately remove any unapproved additions or improvements and restore the Premises to -the condition existing prior to such unauthorized construction. Without limiting the generality of the foregoing, Tenant shall under no circumstances make any penetration of the roof of the Building without Landlord's consent, which consent may be given or withheld by Landlord in its sole and absolute discretion. In the event Landlord consents to a penetration of the roof, all such work shall be performed by contractors designated or approved by Landlord and shall be supervised by Landlord or its designees and performed under conditions and subject to such conditions and requirements as may be established by Landlord. Tenant shall and hereby agrees to indemnify and hold Landlord harmless from and against any and all loss, cost, damage, expense or liability (including, without limitation, permanent partitions, wall paneling court costs and lighting fixtures, but excepting the Tenant's Property (attorneys' fees) ever suffered or incurred by Landlord as defined in Section 14)) shall be and remain the property a result of any penetration of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriateroof, including, without limitation, requiring costs of repair, loss of income, claims for damages from other tenants of the Tenant Building and damages which result if any warranty on the roof held or maintained by Landlord is voided or impaired by such penetration. The provisions hereof shall survive the expiration or sooner termination of this Lease. Additionally, any penetration of the roof without Landlord's consent shall be deemed an immediate event of default hereunder entitling Landlord to furnish the Landlord with security for the payment exercise of all costs to be incurred rights and remedies provided in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements this Lease or additions to the Demised Premises shall be done at the Tenant's expense by employees of law or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsequity. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Subject to the provisions herein, Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security responsible for the payment of all costs to be incurred in connection associated with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions alterations made to the Demised Premises by Tenant, if any, and any other ancillary work related thereto, including but not limited to all engineering or architectural services, permitting, construction, and clean up. Landlord shall be done provided with at least forty-eight (48) hours notice of all construction meetings and be permitted to participate in said meetings. All final designs and contracts related to the Tenant's expense by employees of improvements or contractors hired alterations must be approved in writing by the Landlord, except which will not be unreasonably withheld, in advance of the commencement of the performance of any work to the extent Demised Premises. Tenant shall not make any additions, improvements, changes or alterations in any part of the Landlord gives its Demised Premises or Office Building without the prior written consent to the Tenant's hiring employees or contractorsof Landlord, which consent will not be unreasonably withheld. It is understood by the parties hereto that any and all such additions, improvements, changes or alterations shall become the property of Landlord upon the termination of this Lease unless otherwise agreed upon in writing. Mechanic's Liens. Tenant shall not be unreasonably withheld or delayed. The Tenant shall promptly pay permitted to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all allow any mechanic’s liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim filed against the Landlord, nor a lien or charge upon or against the Land Demised Premises or the Office Building, and if at . In the event that any time any such claim, mechanic’s lien or charge shall be is filed against the Land Landlord, the Demised Premises or the BuildingOffice Building of which they form a part, the for work or materials claimed to have been furnished to Tenant, it shall be discharged by Tenant shall cause such claim, lien or charge to be properly released of record within fifteen ten (1510) days after of its filing, at Tenant’s expense. It being understood that Tenant’s failure to discharge any such lien within ten (10) days of its filing will, in and of itself, constitute damages to Landlord in the filing thereof, and if the Tenant shall fail amount of said lien in addition to do so, then the any expenses incurred by Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expensesto remove said lien, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge ’s fees and costs of any such claim, lien or charge or in connection with any action or proceeding brought thereonCourt. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made any improvements, alterations, improvements, decorations, additions or installations and substitutions (collectively called "Tenant's changes") in, of in or to the Demised Premises (hereinafter referred to as the "Work") without the Lessor's prior written reasonable consent, which consent of the Landlord (subject to other provisions in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent this Article VIII) shall not unreasonably be unreasonably conditioned, withheld or delayed. Unless otherwise specified Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the consent referred Work to the Premises or into the Office/Warehouse Complex, Lessee shall furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, and an indemnification in this Section 13such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor, any improvements or alterations and in an amount equal to the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling Work and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs liens for labor and material arising therefrom. Lessee agrees to be incurred in connection with such work, insurance against defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of such work and plansor be connected in any way with said improvements, specifications and permits necessary for such work. The work necessary to make any alterations, improvements additions or additions to the Demised Premises installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at the Tenant's expense such time and in such manner as Lessor may from time to time reasonably designate. All work done by employees of Lessee, its agents, employees, or contractors hired by the Landlord, except shall be done in such a manner as to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent avoid labor disputes. Lessee shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time), and also the cost of all repairs to painting, restoring, or repairing the Building required Premises and the Office/Warehouse Complex occasioned by reason thereofsuch improvements, alterations, additions or installations. Upon completion of such work the Tenant Work, Lessee shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' furnish Lessor with contractor's affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completionliens, and receipted bills covering all labor and materials expended and used. The Work shall cause the Tenant's changes to be performed in compliance therewith and comply with all applicable laws insurance requirements and requirements all laws, ordinances, rules and regulations of public authorities, all governmental authorities and shall be constructed in a good and workmanlike manner. (c) The Tenant's changes . Lessee shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge permit Lessor to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or inspect construction operations in connection with the Work. Lessee shall not be allowed to make any alterations, modifications, improvements, additions, or installations if such action results or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenantwould result in a labor dispute or otherwise would materially interfere with Lessor's Changesoperation of the Office/Warehouse Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee to remove any improvements, additions or installation installed by Lessee in the Premises at Lessee's sole cost and expense, and repair or restore any damage caused by the Tenant agrees that none installation and removal of such materials improvements, additions, or installations; provided, however, the only improvements, additions or installations which Lessee shall remove shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilythose specified in such notice.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made any improvements, alterations, improvements, decorations, additions or installations and substitutions (collectively called "Tenant's changes") in, of in or to the Demised Premises (hereinafter referred to as the "Work") without the Lessor's prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsconsent, which consent shall not be unreasonably withheld or delayeddelayed except in the event that any such Work involves or affects the roof or the structural, mechanical, electrical, plumbing, or fire/life safety systems in the Premises or the Complex, in which event such consent may be withheld in Lessor's sole discretion. The Tenant shall promptly pay Along with any request for Lessor's consent and before commencement of the Work or delivery of any materials to be used in the Work to the Landlord Premises or into the Tenant's Complex, Lessee shall furnish Lessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, an indemnification in such form and amount as the case may bebe reasonably satisfactory to Lessor. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may arise out of or be connected in any way with said improvements, when duealterations, additions or installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such time and in such manner as Lessor may from time to time reasonably designate. All work done by Lessee or its agents, employees or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such work improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time) and the cost of all repairs to painting, restoring or repairing the Building required Premises and the Complex occasioned by reason thereofsuch improvements, alterations, additions or installations. Upon completion of such work the Tenant Work, Lessee shall deliver to the Landlordfurnish Lessor with contractor's affidavits, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full cull and final waivers of liens and receipted bills covering all liens for laborlabor and materials expended and used. The Work shall comply with all insurance requirements and all laws, services or materials. (b) The Tenantordinances, at its expense, shall obtain rules and regulations of all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, authorities and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and constructed in a good and workmanlike manner. (c) The Tenant's changes . Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not constitute be allowed to make any improvements, alterations, additions or installations if such action results or would result in a labor dispute or otherwise would materially interfere with Lessor's operation of the basis for a claim against Complex. Lessor, by written notice to Lessee giving at or prior to termination of this Lease, may require Lessee, at Lessee's sole cost and expense, to remove any improvements exclusive of Tenant Improvement as set forth herein, alterations, additions or installations installed by Lessee in the LandlordPremises and to repair or restore any damage caused by the installation and removal of such improvements, nor a lien alterations, additions or charge upon installations; provided, however, the only improvements, additions or against installations which Lessee shall remove shall be those specified in Lessor's notice. Lessee shall keep the Land Premises and the Complex free from any liens arising out of any work performed, material furnished or the Buildingobligations incurred by Lessee, and if shall indemnify, protect, defend and hold harmless Lessor from any liens and encumbrances arising out of any work performed or material furnished by or at any time the direction of Lessee. In the event that Lessee shall not, within twenty (20) days following the imposition of any such claimlien, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after by payment or posting of a proper bond, Lessor shall have, in addition to all other remedies provided herein and by law, the filing thereofright, and if but not the Tenant obligation, to cause the same to be released by such means as it shall fail deem proper, including payment of and/or defense against the claim giving rise to do so, then the Landlord may discharge the samesuch lien. The Tenant shall defend, indemnify and save harmless the Landlord from and against any All such sums paid by Lessor and all such claims, liens and charges, and all costs and expensesexpenses incurred by it in connection therewith, including reasonable attorney's feesattorneys' fees and costs, shall be payable as Additional Rent to Lessor by Lessee on demand with interest at the rate provided in Article III accruing from the date paid or incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonLessor until reimbursed to Lessor by Lessee. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not reserves the right to make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or alterations to the Demised Premises without during the prior written reasonable consent term of the Lease with written approval of the Landlord; and Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, agrees that such consent written approval shall not be unreasonably withheld withheld. Upon expiration or delayed. Unless otherwise specified in termination of this Lease, all improvements and alterations to the consent referred to in this Section 13, any improvements or alterations in the Demised Premises that were made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain become the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with Landlord. At the Demised Premises at the expiration or termination of the term Lease, the Tenant shall have the right to remove from the Premises all personal property owned by the Tenant. Any sale of the Premises by Landlord shall be subject to Tenant’s rights under this leaseLease. If Tenant may, at its sole cost and expense, apply for and obtain all licenses, permits, and approvals, required by any local, state or federal governmental authorities for its use of the Landlord consents to any such alterationsPremises, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, including without limitation, requiring the Tenant to furnish the Landlord with security all applications for the payment of all costs to be incurred in connection with such workzoning variances, insurance against liabilities which may arise out of such work zoning ordinances, building code variances, amendments, special use permits, and plansconstruction permits and other licenses and approvals necessary or convenient for constructing, specifications installing, removing, replacing, maintaining and permits necessary for such work. The work necessary to make any alterationsoperating a Fire Station, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlordincluding parking, except to the extent the Landlord gives its prior written consent access driveways, internal driveways, fences, gates, landscaping and anything else related to the Tenant's hiring employees or contractors’s use of the Premises as a Fire Station (collectively, which consent the “Government Approvals”). Landlord shall not be unreasonably withheld or delayedimpede Xxxxxx’s ability to obtain all necessary Governmental Approvals. The Tenant shall promptly pay have the right to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver terminate this Lease upon 30 days written notice to the Landlord, if payment Xxxxxx is made directly unable, with reasonable effort, to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all any Government Approvals necessary governmental permits and certificates for to use the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed Premises in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Section 5. Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge ’s determination as to what constitutes reasonable effort shall be filed against final and binding on the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonParties. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Other than Alterations required by Paragraphs 12 and 17 and Major Alterations that are consented to in writing by Landlord and Lender, Tenant shall not (i) make any Alterations, or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes"ii) in, of install Equipment in the Improvements or accessions to the Demised Premises Equipment, without having first obtained the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such Lender. Such consent shall need not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, given if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.an (b) The TenantIf Tenant makes any Alterations pursuant to this Paragraph 13 or Paragraph 34 or as required by Paragraph 12 or 17 (such Alterations and actions being hereinafter collectively referred to as "Work"), at its expensewhether or not Landlord's and/or Lender's consent is required, shall obtain all necessary governmental permits and certificates then (i) neither the market value nor the utility of the Leased Premises for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completionpurposes permitted hereby shall be diminished by any Alterations to result from such Work, and (ii) all such Work shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and by Tenant or for Tenant in a good and workmanlike manner. , (ciii) The Tenant's changes all such Work shall not constitute be expeditiously completed in compliance with all Legal Requirements, (iv) all such Work shall comply with the basis for a claim against the LandlordInsurance Requirements, nor a lien or charge upon or against the Land or the Building, and (v) if at any time any such claimWork involves the replacement of Equipment or parts thereto, lien all replacement Equipment or charge parts shall be fully paid for and shall have a value, utility and useful life equal to the greater of (A) the value, utility and useful life on the date hereof of the Equipment being replaced or (B) the value, utility and useful life of the Equipment being replaced immediately prior to the occurrence of the event which required its replacement, (vi) Tenant shall promptly discharge or remove all liens filed against any of the Land or the BuildingLeased Premises arising out of such Work, the (vii) Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, procure and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify pay for all permits and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or licenses required in connection with any action or proceeding brought thereon. such Work, (dviii) The all such Work shall be the property of Landlord and shall be subject to this Lease, and Tenant shall pay for execute and deliver to Landlord any document requested by Landlord evidencing the assignment to Landlord of all materials constituting Tenant's Changesestate, right, title and interest (other than the leasehold estate created hereby) of Tenant or any other Person thereto or therein, and (ix) Tenant shall comply, to the Tenant agrees that none extent requested by Landlord or required by this Lease, with the provisions of Paragraph 19 (a), whether or not such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or Work involves restoration of the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLeased Premises.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsnot, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedLandlord, howeverwhich consent shall not be unreasonably withheld, thatconditioned or delayed, except as to structural make any alterations, improvements or additions and those prohibited by to the Rules and Regulations attached hereto Premises and/or the Storage Area (hereinafter referred to as Exhibit D, such consent a "Change"). Tenant's reconfiguration of its office units shall not be unreasonably withheld require Landlord's consent unless such reconfiguration results in alterations to the Building's HVAC, electrical, plumbing or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this leaseother utility systems. If the Landlord consents to any such alterations, improvements or additions, a Change it may impose such conditions with respect thereto as the Landlord reasonably Landlord, acting in its reasonable discretion, deems appropriate, including, including without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such workthe Change, insurance against liabilities which may arise out of such work and plans, specifications and naming Landlord as an additional insured together with all necessary permits necessary for such workChange. The work necessary to make any alterations, improvements or additions to the Demised Premises Change shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, Landlord except to the extent the that Landlord gives its prior written consent may agree otherwise, and shall be performed in such manner and at such times as Landlord shall direct to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayedminimize disturbance to other tenants. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may bepay, when due, the cost of all such work and of all repairs to the Building decorating required by reason thereof. Tenant shall also pay to Landlord a percentage of the cost of such work (such percentage to be established on a uniform basis for the Building by Landlord from time to time and shall not, in any event, exceed ten percent (10%) of the cost of such work if there shall be no general contractor selected and paid by Tenant, approved by Landlord and retained for such work, or five percent (5%) of the cost of such work if there shall be such a general contractor selected and paid by Tenant, approved by Landlord and retained for such work) sufficient to reimburse Landlord for all expenses arising from Landlord's involvement with such work. Upon completion of such work the work, Tenant shall deliver to the Landlord, if payment is made directly to contractorscontractors by Tenant, evidence of payment, contractors' contractors affidavits and full and final waivers of all liens for labor, services or materials. materials (b) The Tenantin the form attached hereto as Exhibit F), at its expenseand Tenant shall defend and hold Landlord and the Building harmless from all costs, damages and liens and expenses related to such work. In connection with such work Tenant shall obtain all necessary governmental permits and certificates for the commencement and prosecution never be deemed an agent of the Landlord. All work done by Tenant or Tenant's changes and for final approval thereof upon completion, and contractors shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and done in a good and workmanlike manner. (c) The manner using only good grades of materials and shall comply with all insurance requirements and all Conditions. Tenant's changes shall contractors may not constitute the basis for a claim against the utilize any non-union or other employees or procedures which might delay, hinder or otherwise interfere with Landlord, nor a lien 's construction activities in or charge upon or against the Land or management of the Building. In consideration of Landlord's consent to such Change, any Change shall (without further compensation to Tenant) become Landlord's property at the termination of the Term, and if at any time any such claimshall, lien or charge shall unless Landlord requests otherwise, be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge relinquished to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claimgood condition, lien or charge or in connection with any action or proceeding brought thereonordinary wear excepted. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The At the expiration or earlier termination of this Lease, Tenant shall deliver up the Premises with all improvements located thereon (including all mechanical, plumbing and HVAC systems) in good repair and condition, reasonable wear and tear excepted and also excepting any casualty to the extent Landlord is adequately and sufficiently compensated therefor by means of available insurance proceeds, and shall deliver to Landlord all keys to the Premises. Tenant shall also remove all trash and debris from the Premises and leave same in a "broom clean" condition. The cost and expense repairs necessary to restore the condition of the Premises to the condition in which they are to be delivered to Landlord according to the immediately preceding sentence shall be borne by Tenant. Tenant will not make or have allow to be made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of any alterations or physical additions in or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld as to interior, cosmetic, non- structural alterations. All alterations, additions or delayed. The Tenant shall promptly pay to improvements (whether temporary or permanent in character) made in or upon the Premises, either by Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, shall be Landlord's property on expiration or earlier termination of this Lease and shall remain on the Premises without compensation to Tenant. All furniture, movable trade fixtures and equipment installed by Tenant may be removed by Tenant at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution expiration or earlier termination of the Tenant's changes and for final approval thereof upon completionthis Lease if Tenant so elects, and shall cause be so removed if required by Landlord, or if not so removed shall, at the Tenant's changes to option of Landlord, become the property of Landlord. All such installations, removals and restoration shall be performed in compliance therewith and with all applicable laws and requirements of public authorities, and accomplished in a good and good, workmanlike manner. (c) The Tenant's changes shall manner so as not constitute to damage the basis for a claim against the Landlord, nor a lien or charge upon or against the Land Premises or the Building, and if at any time any such claim, lien primary structure or charge shall be filed against the Land or structural qualities of the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract other improvements or the interest of any plumbing, electrical lines or other person, firm or corporation whether created voluntarily or involuntarilyutilities.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of ----------------------------- additions or improvements to the Demised Premises without the prior written reasonable consent approval of the Landlord Landlord, unless in each instance; providedinstance and for each such alteration, however, that, except as addition or improvement Landlord or a contractor approved by Landlord is hired to structural do such alterations, improvements additions or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent improvements. Such approval shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred case of alterations, additions or improvements to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property interior of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any if such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security or improvements are normal for the payment use described in Item 1 (d) of all costs to be incurred in connection with such workthis Lease, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall do not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution adversely affect utility of the Tenant's changes and Premises for final approval thereof upon completionfuture tenants, and shall cause do not alter the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements exterior of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if are accompanied by prepayment or bond provisions or waivers by the contractor in form satisfactory to Landlord sufficient to protect the Building from claims of lien of any sort; otherwise, such approval may be withheld for any reason whatsoever. Furthermore, such alterations, additions or improvements absolutely shall not affect the mechanical, plumbing, electrical and HVAC systems in the Premises or the Building and shall not be of a structural nature. Tenant shall conduct its work in such a manner as to maintain harmonious labor relations and as not to interfere with the operation of the Building and shall, prior to the commencement of the work, submit to Landlord copies of all necessary permits. Landlord reserves the right to have final approval of the contractors hired by Tenant. All such contractors hired by Tenant shall be, at levels and coverages prescribed by Landlord, bonded and insured, and Landlord may require evidence of same, which Tenant agrees to secure and provide Landlord prior to the commencement of any time any work by such claimcontractors. All alterations, lien additions or charge improvements, whether temporary or permanent in character, made in or upon the Premises, either by Landlord or Tenant, shall be filed against Landlord's property and at the Land end of the term hereof shall remain in or upon the BuildingPremises without compensation to Tenant. If, however, Landlord shall request in writing, Tenant will, prior to the Tenant shall cause such claimexpiration or earlier termination of this Lease, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against remove any and all such claimsalterations, liens additions and chargesimprovements placed or installed by Tenant in the Premises, and all costs will repair any damage caused by such removal. All of Tenant's furniture, movable trade fixtures and expensesequipment not attached to the Building may be removed by Tenant at the expiration of this Lease, including reasonable attorney's feesif Tenant so elects, incurred and shall be so removed, if required by Landlord, and, if not so removed, shall, at the option of Landlord, become the property of Landlord. To the extent Tenant makes any alterations, additions or improvements and/or to the extent Landlord on behalf of Tenant under an "Extra Work Agreement" makes such alterations, additions or improvements, and as a result thereof it can be determined that thereupon was caused an increase in procuring the discharge of any such claimreal estate taxes or insurance premiums, lien or charge or in connection with any action or proceeding brought thereon. (d) The then Tenant shall pay be responsible for all materials constituting Tenant's Changes, and the Tenant agrees that none of reimbursing Landlord for such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyincreases as Landlord may pay.

ALTERATIONS AND IMPROVEMENTS. (a) The Provided no Event of Default exists, Tenant shall not make or have made alterationsthe right, improvementsat its sole cost and expense, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without after having obtained the prior written reasonable consent of the Landlord in each instance; providedand Lender, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent which shall not be unreasonably withheld or delayed, to make Alterations to the Leased Premises, if such Alterations are made in accordance with this Paragraph 16, are commercially reasonable, normal for general office or production use, do not adversely affect the utility or value of the Leased Premises for future tenants, do not substantially alter the exterior appearance of the Building, do not require extensive removal expenses and are not otherwise prohibited under the Lease, do not affect the Building systems and do not adversely affect the Building structure. Unless otherwise specified Notwithstanding the foregoing, Tenant shall have the right to make non-structural Alterations to the Leased Premises which meet the conditions set forth in the consent foregoing sentence and in Paragraph 16(b) below, without Landlord's prior written approval, provided such Alterations do not cost in excess of $50,000. (b) If Tenant makes any Alterations pursuant to this Paragraph 16 or as required by Paragraph 15 (such Alterations and actions being hereinafter collectively referred to as "Work"), then any such Alterations installed by Tenant during the Term shall be done in this Section 13strict compliance with the following: (i) the market value of the Leased Premises shall not be lessened by any such Work or its usefulness impaired; (ii) all such Work shall be performed by Tenant in a first-class workmanlike manner and in conformity with a valid building permit and/or all other permits or licenses when and where required, copies of which shall be furnished to Landlord before the Work is commenced, and any improvements Work not acceptable to any governmental authority or alterations in the Demised Premises made by the Tenant (includingagency having or exercising jurisdiction over such Work or not reasonably satisfactory to Landlord, without limitation, permanent partitions, wall paneling shall be promptly replaced and lighting fixtures, but excepting the corrected at Tenant's Property expense. Landlord's approval or consent to any such Work shall not impose any liability upon Landlord. No such work shall proceed until and unless Landlord has received at least 10 days notice that such work is to commence so that Landlord can post a notice of nonresponsibility; (as defined in Section 14)iii) all such Work shall be expeditiously completed in compliance with all Legal Requirements; (iv) all such Work shall comply with the requirements of all insurance policies required to be maintained by Tenant hereunder; (v) Tenant shall promptly discharge or remove all liens filed against the Leased Premises arising out of such Work; (vi) Tenant shall procure and remain pay for all permits and licenses required in connection with any such Work; (vii) all such Work shall be the property of Landlord and shall be subject to this Lease, and Tenant shall execute and deliver to Landlord any document requested by Landlord evidencing the assignment to Landlord andof all estate, except as provided in Section 21right, shall remain upon title and be surrendered with interest (other than the Demised Premises leasehold estate created hereby) of Tenant or any other Person thereto or therein; (viii) Tenant shall, at the termination of the term of this lease. If the Landlord consents to any such alterationsTenant's sole cost and expense, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment a complete set of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary "as built" drawings for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises Alterations; (ix) no such Work shall be done at the Tenantproceed without Landlord's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsapproval, which consent approval shall not be unreasonably withheld or delayed. The , of (A) Tenant's contractor(s); (B) certificates of insurance from a company or companies approved by Landlord, furnished to Landlord by Tenant's contractor(s) and/or vendor(s) with the types and amounts of insurance more particularly described above and (C) detailed plans and specifications for the Work; (x) Tenant shall promptly pay to immediately reimburse Landlord for any Costs incurred by Landlord in reviewing and approving the Landlord plans and specifications for such work or the by reason of any faulty Work done by Tenant or Tenant's contractors, as or by reason of delays caused by such Work, or by reason of inadequate cleanup, or which is otherwise incurred by Landlord to review the case may beplans and specifications, when due, and monitor and inspect the cost progress of all such work and Work; (xi) Tenant or its contractors will in no event be allowed to make (A) any improvements to the Leased Premises which would adversely affect any of all repairs the Building systems or (B) any structural modification to the Building without first obtaining Landlord's consent, which Landlord can withhold in its reasonable discretion; and (xii) Tenant shall obtain any bonds required by reason thereof. Upon completion of such work the Tenant shall deliver Landlord pursuant to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (bParagraph 14(a) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike mannerLease. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make alterations or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or additions to the Demised Premises without except in accordance with plans and specifications therefor first approved by Landlord, which approval, in the prior written reasonable consent case of a nonstructural alteration not including the roof or the mechanical utility systems of the Landlord in each instance; providedBuilding, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld and shall be deemed given if Landlord does not object thereto, by written notice to Tenant, within fourteen (14) days of written request for such approval accompanied by the plans and specifications therefor. Tenant shall not hang shades, curtains, signs, awnings or delayed. Unless otherwise specified other materials, attach any materials to or make any change in the consent referred to in this Section 13appearance of any glass visible from outside of the Premises, add any window treatment of any kind or make improvements or install furniture visible from outside of the Premises, without Landlord's prior written consent. Without limitation, Landlord shall not be deemed unreasonable for withholding approval of any alterations or additions which would require unusual expense to readapt the Premises to normal office use upon termination of this Lease or increase in the Demised cost of insurance or Taxes. The parties understand and agree that cubicles and workbenches shall not be deemed alterations subject to approval hereunder. All alterations and additions shall be part of the Premises made by unless and until Landlord shall specify the same for removal in a notice delivered to Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting on or before the Lease Termination Date. All of Tenant's Property (as defined in Section 14)) alterations and additions and installation of furnishings shall be coordinated with any work performed by Landlord and remain in such a manner as to maintain harmonious labor relations and not to damage the property of Building or the Landlord Premises or interfere with Building operation and, except as provided in Section 21for installation of furnishings, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this leaseperformed by contractors or workmen first reasonably approved by Landlord. If the Landlord consents to any such alterationsExcept for work done by or through Landlord, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of before its work is started shall: secure all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications licenses and permits necessary for such work. The work necessary therefor; deliver to make any alterations, improvements or additions to Landlord a statement of the Demised Premises shall be done at names of all its contractors and subcontractors and the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the estimated cost of all labor and material furnished by them; and cause each contractor to carry workmen's compensation insurance in statutory amounts covering all the contractor's and subcontractor's employees and comprehensive public liability insurance with such limits as Landlord may reasonably require, but in no event less than $500,000 - $1,000,000, and property damage insurance with limits of not less than $500,000 (all such insurance to be written in companies approved by Landlord and insuring Landlord and Tenant as well as the contractors, and to deliver to Landlord certificates of all such insurance. Tenant agrees to pay promptly when due the entire cost of any work done in the Premises by Tenant, its agents, employees, or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection therewith to attach to the Premises and immediately to discharge any such liens which may so attach. All construction work done by Tenant, its agents, employees or manner and in compliance with all Legal Requirements and Insurance Requirements. Landlord may inspect such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge times and shall be filed against the Land or the Building, the promptly give notice to Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonobserved defects. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not Tenant, at its cost and expense and with no right of reimbursement from Lessor, may make or have made alterations, improvementsadditions, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Premises without leased premises to better adapt the prior written reasonable consent of the Landlord in each instanceleased premises to its use and occupancy; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13on each occasion, any improvements such alteration, addition, or alterations improvement shall: (i) equal or exceed the then current standard for the Center, utilizing only new and first-grade materials; (ii) be in the Demised Premises conformity with all applicable federal, state and local laws, ordinances, regulations, building codes, fire regulations, and insurance requirements of Lessor and Tenant; (iii) be made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered only with the Demised Premises at the termination prior written consent of the term of this lease. If the Landlord consents Lessor, and as a condition to any such consent, Lessor may require agreement by Tenant to remove such alterations, improvements or additions, it and/or improvements at the time of termination of this Lease, and restore the leased premises to their condition prior to the installation of such alterations, additions, and/or improvements, and otherwise, in good condition and repair, subject to reasonable wear and tear; (iv) be made pursuant to such plans and specifications as may impose be required by Lessor, and upon obtaining any required permits and licenses; (v) be conditioned upon providing to Lessor, at Lessor's option, a letter of credit, performance bond or other indemnification in such conditions with respect thereto form and amount as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant may be satisfactory to furnish the Landlord with security Lessor to protect against liens for the payment of all costs labor to be incurred performed and materials to be furnished; and (vi) be carried out only by persons or entities selected by Tenant and approved in connection with such workwriting by Lessor, insurance against liabilities which may arise out who, if required by Lessor, shall deliver to Lessor before commencement of the work proof of such work workmen's compensation, comprehensive general liability, and plansbuilder's risk insurance as Lessor may require, specifications with Lessor named as an additional insured, in amounts, with companies, and permits necessary for in form satisfactory to Lessor, which insurance shall remain in effect during the entire period during which such workalteration, addition, or improvement will be accomplished. The work necessary to make any alterationsAny such alteration, improvements addition, or additions to the Demised Premises improvement shall be done only at the Tenant's expense by employees of or contractors hired by the Landlord, except such time and in such manner as Lessor may designate from time to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayedtime. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all any such work and of all repairs to the Building required by reason thereofchange, addition, or improvement. Upon completion of such work the completion, Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, furnish Lessor with contractors' affidavits and full and final waivers of liens. Tenant shall indemnify Lessor for, and hold Lessor harmless forever from, any and all liens claims and liabilities of any kind and description which may arise out of or be connected in any way with any such alteration, addition, or improvement; provided, however, Tenant shall have no obligation to indemnify Lessor for laborthe negligence or intentional act of Lessor, services its agents, employees, or materials. (b) The contractors. Any increase in property taxes on, or insurance for, the Building attributable to such change, addition, or improvement shall be borne by Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes paid by Tenant to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. Lessor within thirty (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (1530) days after receipt by Tenant of Lessor's invoice therefor, accompanied by appropriate evidence thereof. Subject to the filing thereofprovisions of agreement, if any, pursuant to (iii) above, all such alterations, additions, and/or improvements shall remain in or upon and be surrendered with the leased premises at the termination of this Lease, with the exception of furniture, movable trade fixtures, and/or trade equipment, and if other movable personal property put in at the Tenant expense of Tenant, which items shall fail to do so, then remain the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge property of any such claim, lien or charge or in connection with any action or proceeding brought thereonTenant. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsmay from time-to-time construct, alter, change, and/or demolish any improvements, decorationssigns, installations and substitutions (collectively called "Tenant's changes") indriveways, of parking areas or other improvements now or hereafter situated on the Leased Premises, including but not limited to the Demised Premises without Improvements (all of such improvements constructed, altered and/or changed by Tenant during the prior written reasonable consent of Term being hereinafter referred to collectively as the Landlord in each instance“Tenant Improvements”); provided, however, thatthat any such construction, except as to structural alterations, improvements additions or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) changes shall be and remain subject to the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of following: (1) All such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner.; (c2) The Tenant's Such construction, alterations, additions or changes shall not constitute violate any building regulation applicable to the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the BuildingLeased Premises, and if at any time any such claim, lien or charge shall be filed against in compliance with all applicable building codes, rules, regulations and ordinances affecting construction of such alterations, additions and changes; and (3) At Tenant’s election, Landlord shall serve as the Land or general contractor for the Building, construction of the Tenant Improvements to the extent necessary to exempt the Tenant Improvements from sales and use taxes. In such event, Landlord and Tenant shall cause enter into a construction contract on terms and conditions mutually acceptable to each of them pursuant to which Landlord agrees to construct the Tenant Improvements, Tenant agrees to pay all third-party costs approved by Tenant with respect to such claim, lien or charge construction with no additional costs to be properly released of record within fifteen (15) days after the filing thereofcharged to Landlord and with no fees being payable by Tenant to Landlord for its services as general contractor, and if the Tenant shall fail agrees to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save hold harmless the Landlord from and against any liability, damages and all such claims, liens and charges, and all third-party costs and expenses, including reasonable attorney's fees, incurred by it may incur as a result of its so acting as the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay general contractor for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyImprovements.

ALTERATIONS AND IMPROVEMENTS. (a) The Other than the Warehouse Expansion Improvements, which are expressly permitted without Landlord’s consent, Tenant shall not make or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes"a) in, of or any non-structural Alterations to the Demised Leased Premises that cost more than $750,000 in the aggregate over the Term or (ii) any structural Alterations to the Leased Premises, without having first obtained the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent Lender. Tenant shall not be unreasonably withheld or delayed. Unless otherwise specified in construct upon the consent referred to in this Section 13, Real Property any improvements or alterations in additional buildings without having first obtained the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, of Landlord (which consent shall not be unreasonably withheld or withheld, conditioned and delayed) and Lender. The Tenant shall promptly pay not be required to the remove any Alterations except as required by Law or as required by Landlord or the Tenant's contractors, as the case may be, when due, the cost of all condition to its consent to such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsAlteration. (b) The TenantIf Tenant makes any Alterations pursuant to this Paragraph 13 or Paragraph 34 or as required by Paragraph 12 or 17 (such Alterations and actions being hereinafter collectively referred to as “Work”), at its expense, shall obtain all necessary governmental permits and certificates for then (i) the commencement and prosecution market value of the Tenant's changes and for final approval thereof upon completionapplicable Leased Premises shall not be lessened by any such Work or its usefulness impaired, and (ii) all such Work shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and by Tenant in a good and workmanlike manner. , (ciii) The Tenant's changes all such Work shall not constitute be expeditiously completed in compliance with all Legal Requirements, (iv) all such Work shall comply with the basis for a claim against the Landlordrequirements of all insurance policies required to be maintained by Tenant hereunder, nor a lien or charge upon or against the Land or the Building, and (v) if at any time any such claimWork involves the replacement of Equipment or parts thereto, lien all replacement Equipment or charge parts shall be have a value and useful life equal to the greater of (A) the value and useful life on the date hereof of the Equipment being replaced or (B) the value and useful life of the Equipment being replaced immediately prior to the occurrence of the event which required its replacement (assuming such replaced Equipment was then in the condition required by this Lease), (vi) Tenant shall promptly discharge or remove all liens filed against the Land or the BuildingLeased Premises arising out of such Work, the (vii) Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, procure and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify pay for all permits and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or licenses required in connection with any action or proceeding brought thereon. such Work, (dviii) The all such Work shall be the property of Landlord and shall be subject to this Lease, and Tenant shall pay for execute and deliver to Landlord any document requested by Landlord evidencing the assignment to Landlord of all materials constituting Tenant's Changesestate, right, title and interest (other than the leasehold estate created hereby) of Tenant or any other Person thereto or therein, and (ix) Tenant shall comply, to the Tenant agrees that none extent requested by Landlord or required by this Lease, with the provisions of Paragraphs 12(a) and 19(a), whether or not such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest Work involves restoration of any other person, firm or corporation whether created voluntarily or involuntarilyof the Leased Premises.

ALTERATIONS AND IMPROVEMENTS. X. Xxxxxx acknowledges that Landlord owns the Building(s). Tenant accepts the Building(s) from Landlord in its "as is" conditions, the conditions that exist as of the Effective Date of this Lease. Tenant acknowledges that Landlord makes no representation or warranty concerning (ai) The the physical condition of the Building(s); (ii) the Property's suitability for Tenant's proposed use; or (iii) the presence of any Hazardous Substance in or about the Property or the Building(s), except as otherwise expressly set forth in this Lease. Landlord has encouraged Tenant shall not to make its own physical inspection of all aspects of the Property and the Building(s) and to conduct its own investigation as to the suitability of the Property and the Building(s) for Tenant's use. B. If Tenant proposes to make or have made construct any alterations, improvements, decorationsadditions or fixtures that affect any portion of the Property or any structures located on the Property that are allowed under an existing use permit, installations Tenant shall first provide the Landlord with thirty (30) days prior written notice. If Landlord raises no objections within thirty (30) days after receipt of such notice, Tenant may proceed, provided Tenant obtains all required permits. Tenant shall not attach any fixture or item of equipment to the Building without Xxxxxxxx's prior written consent. All such alterations, additions or improvements shall be made at Tenant's sole expense in accordance with Landlord's General Design Requirements (if any) and substitutions the plans and specifications (including specifications for materials to be used in connection therewith) and a statement of the estimated cost of such work submitted to and approved by Landlord (collectively called the "Plans and Specifications"). If the cost thereof exceeds $15,000 for any single instance, or if the proposed work involves the Building structure or utility systems, any contractor or person selected by Tenant to make the same shall first be approved by Landlord. Landlord, in its sole discretion, shall approve or disapprove Tenant's changesrequest and may disapprove Tenant's use of any materials or substances, including but not limited to asbestos and fiber glass, which Landlord, in its sole discretion, deems potentially hazardous, toxic or threatening to health. To the extent that Xxxxxx's work shall require a building permit or other permits from the City of Berkeley, Bay Conservation and Development Commission ("BCDC") inand/or any other governmental agency, Tenant shall not perform any of or Tenant's Work until Xxxxxx has obtained all requisite permits. Tenant further shall comply with all prevailing wage requirements of California Labor Code Sections 1720 et seq.; to the Demised Premises extent, such requirements are applicable to Tenant's work. C. Except as otherwise expressly provided in this Lease, Tenant shall not repair, replace, or modify any utility system located within the Building without the Landlord's prior written reasonable consent consent. Tenant is responsible for the repair of any damage to any utility system, structural element of the Building(s), facilities of Landlord in each instanceor any other facilities arising out of Tenant's construction activities or Tenant's negligence or willful misconduct; provided, however, thatsuch provision is not intended to and shall not be interpreted to make any other person or entity a third party beneficiary thereof. D. This Lease specifically prohibits Tenants, except or any other party, from expanding uses or structures allowed on the Property beyond those designated in use permits approved by the City of Berkeley. Notwithstanding approval of any new Use Permit allowing expansion, or any future expansion of the uses in existing buildings, or additions to existing buildings or docks, or construction of any new buildings or docks, or moving existing buildings onto the Property, are all subject to the prior written approval of the Landlord and all improvements are subject to the environmental review and permit regulations and approvals of same by all applicable local, state, and federal agencies. E. Except for Exhibit “C” Improvements, Tenant shall not substantially deface or change any floors, walls, ceilings, roofs, or partition any of the structures or improvements on the Property without first providing thirty (30) days written notice to Landlord. If Landlord raises no objections within thirty (30) days after receipt of such notice, Tenant may proceed, provided Tenant obtains all required permits. Except as may be specifically approved in writing by Landlord, Tenant shall require all contractors to structural provide a labor and materials bond for the full amount of any contract for improvements that exceed $50,000. Tenant shall pay, when due, all sums of money that may be due or become due for any labor, services, materials, supplies or equipment furnished to or for Tenant, in, at, upon or about the Property and which may be secured by any mechanic's, material men’s or other lien against the Property or Xxxxxxxx's interest therein. F. All alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld that are now or delayed. Unless otherwise specified in the consent referred future attached permanently to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be the Property of Landlord and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises Property at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the LandlordLease, except that Landlord can elect within thirty (30) days of the termination of the Lease to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The require Tenant, at its expensecost, to remove any equipment that Tenant has affixed to the Property. X. Xxxxxx agrees that to the extent it is required to comply with the prevailing wage requirements, Tenant shall assure that all workers are paid the prevailing rate of per diem wages, and travel and subsistence payments (defined in applicable collective bargaining agreements filed in accordance with Section 1773.8 of the California Labor Code), in effect on the date of Landlord's first approval of a building permit or other approval of the work. Copies of the applicable prevailing rate of per diem wages are on file at Landlord's principal office and will be made available to any interested party on request. Xxxxxx agrees to post a copy of the prevailing rate of per diem wages at the Property. Tenant, as a penalty to Landlord, shall obtain all necessary governmental permits and certificates forfeit Twenty-Five Dollars ($25) for the commencement and prosecution each calendar day, or portion thereof (or such other sum as specified from time to time by Section 1775 of the Tenant's changes California Labor Code), for each worker paid less than the applicable prevailing rates for such work or craft in which such worker is employed. The difference between such prevailing wage rates and the amount paid to each worker for final approval each calendar day or portion thereof upon completion, and shall cause for which each worker was paid less than the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge prevailing wage rate shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge paid to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred each worker by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonTenant. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant, at Tenant's expense, shall have the right following Landlord's consent to remodel, redecorate, and make additions, improvements and replacements of and to all or any part of the Leased Premises from time to time as Tenant may deem desirable, provided the same are made in a workmanlike manner and utilizing good quality materials. Tenant shall not make or have made alterationsthe right to place and install personal property, improvementstrade fixtures, decorationsequipment and other temporary installations in and upon the Leased Premises, installations and substitutions (collectively called "Tenant's changes") in, of or fasten the same to the Demised Premises without premises. All personal property, equipment, machinery, trade fixtures and temporary installations, whether acquired by Tenant at the prior written reasonable consent commencement of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements Lease term or additions and those prohibited placed or installed on the Leased Premises by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21thereafter, shall remain Tenant's property free and clear of any claim by the Landlord. Tenant shall have the right to remove the same at any time during the term of this Lease provided that all damage to the Leased Premises caused by such removal shall be repaired by Tenant at Tenant's expense. Notwithstanding anything to the contrary, Landlord shall have the right to order Tenant to remove all personal property, equipment, machinery, trade fixtures and temporary installations upon and be surrendered with the Demised Premises at the termination of the term lease, and Tenant’s failure to do so within ten (10) business days shall result in Tenant’s forfeiture of ownership of the same to Landlord, or Landlord’s right to remove the same (or have the same removed) at Tenant’s expense. Landlord may utilize the Security Deposit for the same, or may retain the Security Deposit and xxxx Xxxxxx for said charges, which shall be promptly paid within ten (10) business days after Xxxxxxxx’s submission of an invoice therefore to Tenant. These provisions shall survive the termination of this lease. If the Landlord consents to any such alterationsLease, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent although this sentence shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to construed as a limitation on other Landlord rights that survive the Landlord or the Tenant's contractors, as the case may be, when due, the cost termination of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsthis Lease. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made any improvements, alterations, improvements, decorations, additions or installations and substitutions (collectively called "Tenant's changes") in, of in or to the Demised Premises (hereinafter referred to as the "Work") without the Lessor's prior written reasonable consent, which consent may be withheld in Lessor's sole discretion in the event such improvements, alterations, additions or installations affect the structural, mechanical or electrical systems of the Landlord in each instance; providedPremises, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld for other improvements, alterations, additions or delayedinstallations. The Tenant In the event Lessor should grant its consent to any improvements, alterations, additions or installations, such consent shall promptly pay be contingent upon Lessee providing to Lessor, before commencement of the Work or delivery of any materials to be used in the Work to the Landlord Premises or into the Tenant's Complex, plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, an indemnification in such form and amount as may be reasonably satisfactory to Lessor and a performance bond executed by a commercial surety reasonably satisfactory to Lessor in an amount equal to the case cost of the Work and for the payment of all liens for labor and material arising therefrom. Lessee agrees to defend and hold Lessor forever harmless from any and all claims and liabilities of any kind and description which may bearise out of or be connected in any way with said improvements, when duealterations, additions or installations. All Work shall be done only by contractors or mechanics reasonably approved by Lessor and at such reasonable times and in such manner as Lessor may from time to time reasonably designate. All work done by Lessee or its agents, employees or contractors shall be done in such a manner as to avoid labor disputes. Lessee shall pay the cost of all such work improvements, alterations, additions or installations (including a reasonable charge for Lessor's services and for Lessor's inspection and engineering time in the event Lessor is required to retain the services of all repairs to a consultant in connection with such services) and the Building required cost of painting, restoring or repairing the Premises and the Complex occasioned by reason thereofsuch improvements, alterations, additions or installations. Upon completion of such work the Tenant Work, Lessee shall deliver to the Landlordfurnish Lessor with contractor's affidavits, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of liens and receipted bills covering all liens for laborlabor and materials expended and used. The Work shall comply with all insurance requirements and all laws, services or materials. (b) The Tenantordinances, at its expense, shall obtain rules and regulations of all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, authorities and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and constructed in a good and workmanlike manner. (c) The Tenant's changes . Lessee shall permit Lessor to inspect construction operations in connection with the Work. Lessee shall not constitute be allowed to make any improvements, alterations, additions or installations without taking reasonable steps to assure that such action does not result in a labor dispute or otherwise would not materially interfere with Lessor's operation of the basis Complex. Lessor, by written notice to Lessee given at or prior to termination of this Lease, may require Lessee, at Lessee's sole cost and expense, to remove any improvements, alterations, additions or installations installed by Lessee in the Premises (except for a claim against improvements related to general office use that were installed by Lessee with Lessor's approval) and to repair or restore any damage caused by the Landlordinstallation and removal of such improvements, nor a lien alterations, additions or charge upon installations; provided, however, with the exception of Lessee's trade fixtures and equipment, the only improvements, additions or against installations which Lessee shall remove shall be those specified in Lessor's notice. Lessee shall keep the Land Premises and the Complex free from any liens arising out of any work performed, material furnished or the Buildingobligations incurred by Lessee, and if shall indemnify, protect, defend and hold harmless Lessor from any liens and encumbrances arising out of any work performed or material furnished by or at any time the direction of Lessee. In the event that Lessee shall not, within twenty (20) days following the imposition of any such claimlien, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after by payment or posting of a proper bond, Lessor shall have, in addition to all other remedies provided herein and by law, the filing thereofright, and if but not the Tenant obligation, to cause the same to be released by such means as it shall fail deem proper, including payment of and/or defense against the claim giving rise to do so, then the Landlord may discharge the samesuch lien. The Tenant shall defend, indemnify and save harmless the Landlord from and against any All such sums paid by Lessor and all such claims, liens and charges, and all costs and expensesexpenses incurred by it in connection therewith, including reasonable attorney's feesattorneys' fees and costs, shall be payable as Additional Rent to Lessor by Lessee on demand with interest at the rate provided in Article III accruing from the date paid or incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereonLessor until reimbursed to Lessor by Lessee. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant 8.1. During the Lease Term, the Lessee shall not make make, without the Lessor’s authorization, any alterations or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, thatPremises, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to provided for in this Section 13Agreement, any Design Documents (in particular, not replace or install flooring, indoor or outdoor lighting, plumbing fixtures, cornices, canopies or tents, electronic signaling devices, antennas, mechanical, electrical, or sprinkler systems, etc.) The Lessee shall submit for the Lessor’s approval the Design Documents for such alterations and improvements, which shall be divided into temporary and permanent. The Lessee shall submit the Design Documents in writing, in two copies, specifying the scope and dates of the planned works, activities, procurement of equipment, and other improvements, divided into “temporary” and “permanent”. The Lessor shall provide a reply (with authorization or reasoned refusal) within 5 business days from receiving the Design Documents. A stamp (“approved in full”, “approved with exceptions”, “not approved”) shall be put on the Lessee’s copy, with the seal and signature of the Lessor’s executive body. 8.2. All temporary improvements or and alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting Lessee in the Tenant's Property (as defined in Section 14)) Premises shall be and remain the property of the Landlord andLessee and shall be removed at the Lessee’s effort and expenses in case of termination of the Agreement, except as provided in Section 21before the expiration of the Lease Term (including the last day of the Lease Term). The Lessee shall remedy any damage caused to the Premises by such removal. 8.3. During the effective term of the Agreement, permanent improvements and alterations made by the Lessee to the Premises shall remain upon be considered the property of the Lessee, who shall bear the burden of maintenance and be surrendered with the Demised Premises at risk of accidental loss of, or damage to, such improvements. Upon the termination of the term of this lease. If Agreement, the Landlord consents title to any such alterationspermanent EXECUTION COPY Stamp: [Kalibr OJSC, Lease Department] improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions alterations made to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except transferred to the extent Lessor under the Landlord gives its prior written consent Premises Acceptance Certificate. The Lessor shall not reimburse the Lessee’s expenses for permanent improvements made to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsPremises. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsthe right, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without having obtained the prior written reasonable consent of the Landlord in each instance; providedand Lender and provided that no Event of Default then exists, however, (i) to make non-structural Alterations or a series of related non-structural Alterations that, except as to any such Alterations or series of related Alterations, do not cost in excess of Major Alterations Amount and (ii) to install Equipment in the Improvements or accessions to the Equipment that, as to such Equipment or accessions, do not cost in excess of Major Alterations Amount, so long as at the time of construction or installation of any such Equipment or Alterations no Event of Default exists. If the cost of any non-structural alterationsAlterations, improvements series of related non-structural Alterations, Equipment or additions accessions thereto is in excess of Major Alterations Amount, the prior written approval of Landlord and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent Lender that is an Institutional Lender which shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements required or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the if Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary desires to make any alterations, improvements or additions structural Alterations to the Demised Premises Leased Premises. Tenant shall be done at not construct upon the Tenant's expense by employees of or contractors hired by Land any additional buildings without having first obtained the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, of Landlord and any Lender that is an Institutional Lender which consent shall not be unreasonably withheld or delayedwithheld. The Landlord shall have the right to require Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building remove any Alterations except for those Alterations required by reason thereofLaw, non-structural Alterations made in the ordinary course of property maintenance, Alterations that do not in the aggregate over the Term exceed the Non-Structural Approval Amount or Alterations for which Landlord has consented in writing that removal will not be required. Upon completion Landlord agrees that it will respond promptly to any request from Tenant to permit Alterations to remain at the expiration of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsTerm. (b) The TenantIf Tenant makes any Alterations pursuant to this Paragraph 13 or as required by Paragraph 12 or 17 (such Alterations and actions being hereinafter collectively referred to as "Work") whether or not Landlord's consent is required, at its expense, shall obtain all necessary governmental permits and certificates for then (i) the commencement and prosecution market value of the Tenant's changes and for final approval thereof upon completionLeased Premises shall not be lessened by any such Work or its usefulness impaired, and (ii) all such Work shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and by Tenant in a good and workmanlike manner. , (ciii) The Tenant's changes all such Work shall not constitute be expeditiously completed in compliance with all Legal Requirements, (iv) all such Work shall comply with the basis for a claim against the LandlordInsurance Requirements, nor a lien or charge upon or against the Land or the Building, and (v) if at any time any such claimWork involves the replacement of Equipment or parts thereto, lien all replacement Equipment or charge parts shall be in the condition required by Paragraph 12(a), (vi) Tenant shall promptly discharge or remove all liens filed against any of the Land or the BuildingLeased Premises arising out of such Work, the (vii) Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, procure and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify pay for all permits and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or licenses required in connection with any action or proceeding brought thereon. such Work, (dviii) The all such Work shall be the property of Landlord and shall be subject to this Lease, and Tenant shall pay for execute and deliver to Landlord any reasonable document requested by Landlord evidencing the assignment to Landlord of all materials constituting Tenant's Changesestate, right, title and interest (other than the leasehold estate created hereby) of Tenant or any other Person thereto or therein, and (ix) Tenant shall comply, to the Tenant agrees that none extent requested by Landlord or required by this Lease, with the provisions of Paragraphs 12(a) and, if the work is in excess of the Major Alterations Amount, with the provisions of 19(a)(i), whether or not such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or Work involves restoration of the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLeased Premises.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Borrower shall not make alter the exterior, structural, plumbing or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, electrical elements of or to the Demised Premises Mortgaged Property in any manner without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractorsLender, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay conditioned; provided, however, Borrower may undertake nonstructural alterations to the Landlord Mortgaged Property costing less than $100,000 without Lender's consent. For purposes of this Mortgage, alterations to the exterior, structural, plumbing or electrical elements of the Tenant's contractorsMortgaged Property shall mean: (i) alterations which affect the foundation or "footprint" of the Improvements; (ii) alterations which involve the structural elements of the Improvements, such as a load-bearing wall, structural beams, columns, supports or roof; or (iii) alterations which materially affect any of the case may bebuilding systems, when dueincluding, without limitation, the cost of all such work electrical systems, plumbing, HVAC and of all repairs fire and safety systems. If Lender's consent is required hereunder and Lender consents to the Building required making of any such alterations, the same shall be made by reason thereofBorrower at Borrower's sole expense by a licensed contractor and according to plans and specifications approved by Lender and subject to such other conditions as Lender shall require. Any work at any time commenced on the Mortgaged Property shall be prosecuted diligently to completion, shall be of good workmanship and materials and shall comply fully with all the terms of this Mortgage. Upon completion of such work the Tenant any alterations or any Restoration, Borrower shall deliver promptly provide Lender with (i) evidence of full payment to all laborers and materialmen contributing to the Landlordalterations, (ii) an architect's certificate certifying the alterations to have been completed in conformity with the plans and specifications, (iii) a certificate of occupancy (if payment is made directly to contractors, evidence the alterations are of payment, contractors' affidavits and full and final waivers such a nature as would require the issuance of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution a certificate of the Tenant's changes and for final approval thereof upon completionoccupancy), and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (civ) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm documents or corporation whether created voluntarily or involuntarilyinformation reasonably requested by Lender.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Sublessee, at Sublessee's sole cost and expense, shall not make or have made the right, at any time and from time to time during the Term to construct such alterations, improvements, decorations, installations additions and substitutions (collectively called "Tenant's changes") in, of or improvements to the Demised Subleased Premises without as Sublessee, in its sole discretion, deems necessary or advisable, subject only to the consent of the Master Landlord, as provided in paragraph 6 of the Master Lease, and the prior written reasonable consent of Sublessor, which consent Sublessor agrees will not be withheld or delayed unreasonably. In the Landlord in each instance; provided, however, that, except as event Sublessee desires to structural make any proposed alterations, additions or improvements or additions to the Subleased Premises, Sublessee shall submit to each of Master Landlord and those prohibited by Sublessor, together with Sublessee's request for such consent, two copies of plans and specifications, setting forth in reasonable detail the Rules proposed design and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property plan of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements additions or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such workimprovements. The work necessary to make any Any proposed alterations, additions or improvements or additions to the Demised Subleased Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlorddeemed approved, if payment is made directly to contractorsSublessor or Master Landlord has not notified Sublessee of Sublessor's or Master Landlord's disapproval within 10 days after receiving Sublessee's request for approval. Sublessor's or Master Landlord's disapproval of any alteration, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services addition or materials. (b) The Tenant, at its expense, improvement requested by Sublessee shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, be in writing and shall cause the Tenantstate with reasonable specificity Sublessor's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manneror Master Landlord's reasons for such disapproval. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have cause to be made any alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Improved Leased Premises without the prior written reasonable consent of Lessor (Lessor acknowledges it has reviewed and approved Lessee’s plans and specifications in connection with its contemplated improvements). All alterations, additions or improvements approved by Lessor shall be made solely at Lessee’s expense by a contractor(s) approved by Lessor, shall be made in a good and workmanlike manner and shall be performed in compliance with all laws, ordinances and requirements of any and all Federal, State, Municipal and/or other authorities, the Landlord in each instance; providedBoard of Fire Underwriters and any mortgages to which the Improved Leased Premises is subject. Any alteration, addition or improvement made by Lessee under this Section 5, and any fixtures installed as a part thereof, shall, at Lessor’s option, become the property of Lessor upon the expiration or other termination of this Lease. Lessor shall have the right, however, thatto require Lessee to remove such fixtures at Lessee’s cost upon such termination of this Lease, except as and Lessee shall promptly remove the same and repair any damage to structural alterationsthe Improved Leased Premises caused by such removal. Notwithstanding the preceding, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent Lessee shall not be unreasonably withheld or delayed. Unless otherwise specified obligated to remove any vault(s) installed in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materialsImproved Leased Premises. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for In the commencement and prosecution event of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against claim of any kind, arising out of the Land or exercise of the Buildingrights set forth hereunder by Lessee, its agents, employees, contractors, subcontractors, and if at any time any such claimmaterialmen, lien or charge shall be being filed against the Land or interest of Lessor, any mortgagee and/or against the BuildingImproved Leased Premises, the Tenant shall cause such claim, lien or charge to be properly released of record Lessee covenants and agrees that at its expense it will within fifteen thirty (1530) days after written notice from Lessor, cause the filing thereofImproved Leased Premises and any such interest therein to be released from the legal effect of such lien or claim, either by payment or by posting of bond or by the payment into court of the amount necessary to relieve and release the Improved Leased Premises or the interest from such claim or in any manner satisfactory to Lessor and any mortgagee. If Lessee desires to contest the validity of any lien or claim, Lessee may do so upon Lessor's prior written consent, provided Lessee sustains the cost of such contest, and if the Tenant shall fail Lessee remains liable to do so, then the Landlord may pay or discharge the sameany lien or claim deemed to be due or payable. The Tenant shall defend, indemnify Lessee hereby indemnifies and save holds Lessor harmless the Landlord from and against any and all such claimsliability, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred loss or damage sustained by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none Lessor by reason of such materials shall be at contest, unless such contest arises from any time subject to negligent or encumbered by any lien, security interest, encumbrance, charge, installment sales contract intentional act or the interest omission of any other person, firm or corporation whether created voluntarily or involuntarilyLessor.

ALTERATIONS AND IMPROVEMENTS. (a) The Except for Tenant’s Work that has been approved by Landlord pursuant to Exhibit B and C, Tenant shall not make alterations or have made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or additions to the Demised Premises without the Landlord’s prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent approval (which approval shall not be unreasonably withheld withheld, conditioned or delayed) and then only in accordance with plans and specifications therefor first approved by Landlord. Tenant shall not hang shades, curtains, signs, awnings or other materials to or make any change in the appearance of any glass visible from outside of the Premises, add any window treatments of any kind or install furniture visible from outside of the Premises, without Landlord's prior written consent (other than tinting and other window treatments along the glass line), such consent not to be unreasonably withheld, conditioned or delayed. Unless otherwise specified Without limitation, Landlord may withhold approval of any alterations or additions which would delay completion of the Premises or the Building. All alterations and additions shall be part of the Premises unless and until Landlord shall specify the same for removal in a notice delivered to Tenant at the time of Landlord’s consent thereto. All of Tenant's alterations and additions and installation of furnishings shall be coordinated with any work being performed by Landlord and in such manner as to maintain harmonious labor relations and not to damage the Building or the Premises or interfere with Building operation and, except for installation of furnishings, shall be performed by contractors or workmen first approved by Landlord (which approval shall not be unreasonably withheld, conditioned or delayed). Except for work done by or through Landlord, Tenant before its work is started shall: secure all licenses and permits necessary therefor; deliver to Landlord a statement of the names of all its contractors and subcontractors and the estimated cost of all labor and material to be furnished by them; and cause each contractor to carry workmen's compensation insurance in statutory amounts covering all the contractor's and subcontractor's employees and commercial general liability insurance with limits as Landlord may reasonably require, but in no event less than $1,000,000.00 and property damage insurance with limits of not less than $1,000,000.00 and have deductibles of no more than $50,000.00 (all such insurance to be written by companies approved by Landlord and insuring Tenant and Landlord and its managing agent and its mortgagees, as well as the contractors), and to deliver to Landlord certificates of all such insurance. Tenant agrees to pay promptly when due the entire cost of any work done in the consent referred Premises by Tenant, its agents, employees or independent contractors, and not to in cause or permit any liens therewith to attach to the Premises and to discharge any such liens which may so attach within the time period required under this Section 13Lease. All construction work done by Tenant, any improvements its agents, employees or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) independent contractors shall be done in a good and remain workmanlike manner and in compliance with all Legal Requirements and Insurance Requirements. Landlord reserves the right to require that Tenant remove any Alterations and/or Tenant’s Systems installed by or for Tenant within or serving the Premises upon the expiration or earlier termination of this Lease. Such notice to Tenant shall occur at least six (6) months prior to the expiration of the Term of this Lease. If Tenant fails to remove any Alterations and/or Tenant’s Systems so required, such failure shall be an Event of Default hereunder, and Landlord shall have all rights and remedies available under this Lease, at law or in equity, including the right to remove any Alterations and/or Tenant’s Systems at Tenant’s expense. Tenant acknowledges and agrees that any Alterations and/or Tenant’s Systems installed by or for Tenant within or serving the Premises shall be the property of Tenant during the Term. Any Alterations and/or Tenant’s Systems not removed by Tenant shall, at Landlord’s option, become the property of Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises (without payment by Landlord) at the expiration or earlier termination of the term this Lease. Tenant may make cosmetic alterations or improvements (i.e., painting, carpeting, flooring, etc.) regardless of this lease. If the Landlord consents to cost and any such other non-structural alterations, additions or improvements having a cost, in each instance, of $50,000.00 or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, includingless, without limitation, requiring the Landlord’s prior consent and Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any non-structural alterations, additions or improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees having a cost, in each instance, in excess of or contractors hired by the $50,000.00, with Landlord, except to the extent the Landlord gives its ’s prior written consent to the Tenant's hiring employees or contractorsconsent, which consent shall not be unreasonably withheld or delayed. The Tenant Any structural alterations, additions or improvements shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution become part of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, Premises and the property of Landlord. Any other alterations, additions or improvements which are removable shall remain the property of Tenant agrees that none and may be removed by Tenant upon the termination of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilythis Lease.

ALTERATIONS AND IMPROVEMENTS. Tenant shall have the right, at its own cost and expense, to make alterations, replacements, changes, additions and improvements in and to the Premises, subject to the following: (a) The that the same shall be performed in a good workmanlike manner, shall not materially reduce the amount of office space of the Building and shall not impair the structural integrity of the Building or of any structure now or hereafter forming part of the Premises; (b) that Tenant shall not make or have made obtained all required permits and authorizations of all governmental agencies and departments having jurisdiction over such work; (c) that all alterations, improvementsrepairs and replacements, decorationsadditions and improvements commenced shall be completed and paid for, installations by Tenant; (d) that prior to doing any structural alteration, repair, replacement, addition, or improvement costing more than $10,000, Tenant shall submit plans and substitutions specifications for such work to Landlord for its review and approval; (collectively called "Tenante) that Tenant shall assure that all contractors, prior to commencing work, have appropriate insurance coverage including Workmen's changes"Compensation Insurance and general liability insurance for the mutual benefit of Tenant and Landlord; (f) in, that if as a result of any alterations or repairs to the Demised Premises without performed by or at the prior written reasonable consent direction of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13Tenant, any improvements mechanic's or alterations in the Demised Premises made by the Tenant (includingother lien, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements charge or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security order for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant shall promptly pay to the Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws and requirements of public authorities, and in a good and workmanlike manner. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge money shall be filed against the Land Premises, or the BuildingBuilding or land or against Landlord, Tenant shall, at its own cost and expense, cause the Tenant shall cause such claim, lien or charge same to be properly released canceled and discharged of record or bonded within fifteen thirty (1530) days after the date of filing thereof; (g) that all such alterations and repairs on or in the Premises that are erected, and if the installed, or affixed by Tenant shall fail be deemed to do sobe part of the realty and the sole property of Landlord; (h) that all alterations and repairs in and to the Premises shall be constructed and completed in accordance with applicable legal requirements, then approvals of governmental entities having jurisdiction over the Landlord work and the rules and regulations of the National Board of Fire Underwriters as they may discharge relate to the same. The work; and (i) that Landlord's consent to any work performed by Tenant shall defend, indemnify and save harmless not render Landlord responsible for the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none cost of such materials shall be at any time subject to work or encumbered constitute a determination by any lien, security interest, encumbrance, charge, installment sales contract Landlord that (a) the proposed work complies with applicable laws and regulations or (b) that the interest of any other person, firm or corporation whether created voluntarily or involuntarilyproposed work reflects good architectural and engineering practices.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant Lessee shall not make or have made alterationsnot, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; providedLessor, however, that, except as to structural make any alterations, improvements or additions and those prohibited by to the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this leasePremises. If the Landlord Lessor consents to any such said alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably Lessor deems appropriate, including, including without limitation, limitation requiring the Tenant Lessee to furnish the Landlord Lessor with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, the plans and specifications and together with all permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises premises shall be done at the Tenant's Lessee’s expense by employees of or contractors hired by the Landlord, Lessor except to the extent the Landlord Lessor gives its prior written consent to the Tenant's Lessee’s hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The Tenant Lessee shall promptly pay to the Landlord Lessor or the Tenant's to Lessee’s contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building decorating required by reason thereof. Upon completion of such work the Tenant work, Lessee shall deliver to the LandlordLessor, if payment is made directly to contractors, evidence of payment, contractors' contractor’s affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant. Lessee shall defend and hold Lessor and the Land and the Building harmless from all costs, at its expensedamages, shall obtain all necessary governmental permits liens and certificates for expenses related to such work. Lessor reserves the commencement and prosecution right to require separate documentation in the event it elects to have third-party financing of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes any improvements to be performed by Lessor. All work done by Lessee or its contractors shall be done in compliance therewith a first class, workmanlike manner, using only good grades of materials and shall comply with all insurance requirements and all applicable laws and requirements ordinances and rules and regulations of public authoritiesgovernmental departments or agencies. All alterations, improvements and additions to the Premises, whether temporary or permanent in character, made or paid for by Lessor or Lessee shall become Lessor’s property at the termination of this Lease and shall, unless Lessor requests their removal, be relinquished to Lessor in good condition, ordinary wear and tear excepted. In the event Lessee’s lender requests a good and workmanlike manner. (c) The Tenant's changes Lessor’s consent and/or waiver with respect to Lessee’s lender’s collateral, Lessee shall not constitute submit a proposed document to Lessor along with an administrative review fee of $500.00. After receipt of the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, proposed document and the Tenant administrative review fee, Lessor agrees that none of to thereafter provide a consent and/or waiver to Lessee and its lender in such materials shall be at any time subject form and with such changes as are acceptable to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarilyLessor in its absolute discretion.

ALTERATIONS AND IMPROVEMENTS. (a) The At the expiration or earlier termination of this Lease, Tenant shall deliver up the Premises with all improvements located thereon (including all mechanical, plumbing and HVAC systems) in good repair and condition, reasonable wear and tear excepted and also excepting any casualty to the extent Landlord is adequately and sufficiently compensated therefor by means of available insurance proceeds, and shall deliver to Landlord all keys to the Premises. Tenant shall also remove all trash and debris from the Premises and leave same in a "broom clean" condition. The cost and expense repairs necessary to restore the condition of the Premises to the condition in which they are to be delivered to Landlord according to the immediately preceding sentence shall be borne by Tenant. Tenant will not make or have allow to be made alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of any alterations or physical additions in or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld as to interior, cosmetic, non-structural alterations. All alterations, additions or delayed. The Tenant shall promptly pay to improvements (whether temporary or permanent in character) made in or upon the Premises, either by Landlord or the Tenant's contractors, as the case may be, when due, the cost of all such work and of all repairs to the Building required by reason thereof. Upon completion of such work the Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The Tenant, shall be Landlord's property on expiration or earlier termination of this Lease and shall remain on the Premises without compensation to Tenant. All furniture, movable trade fixtures and equipment installed by Tenant may be removed by Tenant at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution expiration or earlier termination of the Tenant's changes and for final approval thereof upon completionthis Lease if Tenant so elects, and shall cause be so removed if required by Landlord, or if not so removed shall, at the Tenant's changes to option of Landlord, become the property of Landlord. All such installations, removals and restoration shall be performed in compliance therewith and with all applicable laws and requirements of public authorities, and accomplished in a good and good, workmanlike manner. (c) The Tenant's changes shall manner so as not constitute to damage the basis for a claim against the Landlord, nor a lien or charge upon or against the Land Premises or the Building, and if at any time any such claim, lien primary structure or charge shall be filed against the Land or structural qualities of the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract other improvements or the interest of any plumbing, electrical lines or other person, firm or corporation whether created voluntarily or involuntarilyutilities.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made alterationsnot, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of or to the Demised Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld withheld, conditioned, or delayed, make or cause to be made any alterations, improvements, additions or installations in or to the Premises subsequent to the initial occupancy of the Premises by Tenant (other than repair or replacement of non-structural, interior Tenant improvements). If Landlord so consents, before commencement of any such work or delivery of any materials into the Premises or the Building, Tenant shall furnish to Landlord for approval: architectural plans and specifications, names and addresses of all contractors, contracts, necessary permits and licenses, certificates of insurance and instruments of indemnification against any and all claims, costs, expenses, damages and liabilities which may arise in connection with such work, all in such form and amount as may be reasonably satisfactory to Landlord. All work performed by Tenant shall be performed and supervised by a licensed Florida general contractor. In addition, prior to commencement of any such work or delivery of any materials into the Premises, Tenant shall provide Landlord security for the payment of said work and materials as Landlord may require (which security may be in the form of a payment and performance bond reasonably acceptable to Landlord) if at any time the total materials and work undertaken by Tenant (and not fully completed, as evidenced by final waivers of lien) exceeds, in the aggregate, $10,000, or such work is commenced in the last 120 days of the term of this Lease, or any Renewal Term thereof. Tenant agrees to hold Landlord, its partners, officer, directors, the managing agent of the Building and each of their respective agents and employees forever harmless against all claims and liabilities of every kind, nature and description which may arise out of or in any way be connected with such work. The Landlord's interest in the Premises shall in no way be subject to any liens for improvements or repairs made by Tenant or any contractor, subcontractor, materialman, or laborer. Tenant shall promptly pay notify any contractor making improvements to the Premises of this provision as required by Florida Statute 713.10 and shall provide Landlord with a receipt of such notice signed by the contractor. If Landlord desires to make a recording as contemplated by Florida Statute 713.10, Tenant shall cooperate with Landlord in recording in the appropriate clerk's office either (a) a short form of this Lease or (b) a notice which complies with the provisions of said statute. All such work shall be performed and insured under insurance policies reasonably satisfactory to Landlord. If at any time such work shall cause or threaten to cause disharmony or interference, including labor disharmony, Landlord may revoke Tenant's contractors, as the case may be, when due, the cost of all authority to continue to perform such work and of all repairs to the Building required by reason thereofwork. Upon completion of such work the work, Tenant shall deliver to the Landlord, if payment is made directly to contractors, evidence of payment, furnish Landlord with contractors' affidavits and full and final waivers of lien and receipted bills covering all liens for labor, services or materials. (b) The Tenant, at its expense, labor and materials expended. All such work shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, and shall cause the Tenant's changes to be performed in compliance therewith and with all applicable laws legal, governmental and quasi governmental requirements, ordinances and rules (including the Board of Fire Underwriters), and all requirements of public authoritiesapplicable insurance companies. Tenant shall permit Landlord, and if Landlord so desires, to supervise construction operations in a good and workmanlike manner. (c) The connection with such work at no cost to Tenant's changes ; provided, however, that such supervision or right to supervise by Landlord shall not constitute any warranty by Landlord to Tenant of the basis adequacy of the design, workmanship or quality of such work or materials for a claim against the Landlord, nor a lien Tenant's intended use or charge impose any liability upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none performance of such materials work. All alterations, improvements, additions and installations to or on the Premises shall be at any time become (subject to Article ) part of the Premises at the time of their installation and shall remain in the Premises at the expiration or encumbered by any lien, security interest, encumbrance, charge, installment sales contract termination of this Lease without compensation or the interest of any other person, firm or corporation whether created voluntarily or involuntarilycredit to Tenant.

ALTERATIONS AND IMPROVEMENTS. (a) The Tenant shall not make or have made no alterations, improvements, decorations, installations and substitutions (collectively called "Tenant's changes") in, of additions or improvements to the Demised Leased Premises without the prior written reasonable consent of the Landlord in each instance; provided, however, that, except as to structural alterations, improvements or additions and those prohibited by the Rules and Regulations attached hereto as Exhibit D, such consent shall not be unreasonably withheld or delayed. Unless otherwise specified in the consent referred to in this Section 13, any improvements or alterations in the Demised Premises made by the Tenant (including, without limitation, permanent partitions, wall paneling and lighting fixtures, but excepting the Tenant's Property (as defined in Section 14)) shall be and remain the property of the Landlord and, except as provided in Section 21, shall remain upon and be surrendered with the Demised Premises at the termination of the term of this lease. If the Landlord consents to any such alterations, improvements or additions, it may impose such conditions with respect thereto as the Landlord reasonably deems appropriate, including, without limitation, requiring the Tenant to furnish the Landlord with security for the payment of all costs to be incurred in connection with such work, insurance against liabilities which may arise out of such work and plans, specifications and permits necessary for such work. The work necessary to make any alterations, improvements or additions to the Demised Premises shall be done at the Tenant's expense by employees of or contractors hired by the Landlord, except to the extent the Landlord gives its prior written consent to the Tenant's hiring employees or contractors, which consent shall not be unreasonably withheld or delayed. The ; provided, however, that Tenant shall promptly pay be permitted to the Landlord or the make interior nonstructural alterations, additions, and improvements costing less than $200,000.00 without Landlord's prior consent. 17.1 All such work shall be carried on at Tenant's cost, and in a first class, workmanlike manner in accordance with building standards and other reasonable requirements of Landlord and in compliance with all governmental orders, regulations and permits. Such work shall be performed by responsible contractors, approved by Landlord who will, prior to commencement of work, submit satisfactory proof of insurance coverage naming Landlord as an additional insured and file with the case may be, when due, the cost Prothonotary of Bucks County a waiver of liens with respect to all labor and materials to be furnished in connection with such work by the contractor and of all repairs to the Building required by reason thereof. Upon its subcontractors and materialmen. 17.2 Following completion of such work the alterations, additions or improvements (hereinafter "TENANT'S Improvements") by Tenant, Tenant shall deliver have ownership of such Improvements, and thus, the right to depreciate such Improvements. 17.3 Tenant, with the prior written consent of Landlord (which consent shall not be unreasonably withheld or delayed), may remove any alterations, additions, trade fixtures, improvements, appliances or equipment installed by Tenant which can be removed without damage to or leaving incomplete the Leased Premises. Landlord may direct Tenant at the end of the Lease Term or upon the earlier termination of this Lease, and whether or not Tenant is in default hereunder, to remove all alterations, additions, improvements, trade fixtures, appliances or other personal property brought into or placed about the Leased Premises by Tenant or constructed or installed therein by Tenant (including but not limited to, partitions, cabinets, shelving, drapes, shades, furniture, wiring and plumbing) during the term of this Lease as may be specified in writing by Landlord, if payment is made directly to contractors, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. (b) The TenantTenant shall, at its expense, shall obtain all necessary governmental permits and certificates for the commencement and prosecution of the Tenant's changes and for final approval thereof upon completion, immediately effect such removal and shall cause the Tenant's changes to be performed in compliance therewith and with repair all applicable laws and requirements of public authorities, and in a good and workmanlike mannerdamage incidental thereto. (c) The Tenant's changes shall not constitute the basis for a claim against the Landlord, nor a lien or charge upon or against the Land or the Building, and if at any time any such claim, lien or charge shall be filed against the Land or the Building, the Tenant shall cause such claim, lien or charge to be properly released of record within fifteen (15) days after the filing thereof, and if the Tenant shall fail to do so, then the Landlord may discharge the same. The Tenant shall defend, indemnify and save harmless the Landlord from and against any and all such claims, liens and charges, and all costs and expenses, including reasonable attorney's fees, incurred by the Landlord in procuring the discharge of any such claim, lien or charge or in connection with any action or proceeding brought thereon. (d) The Tenant shall pay for all materials constituting Tenant's Changes, and the Tenant agrees that none of such materials shall be at any time subject to or encumbered by any lien, security interest, encumbrance, charge, installment sales contract or the interest of any other person, firm or corporation whether created voluntarily or involuntarily.