Common use of Alterations by Tenant Clause in Contracts

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not make any subsequent alterations, additions or improvements in, on, or to the Leased Premises without the prior written consent of Landlord, which consent may be subject to such conditions as Landlord may deem appropriate. Tenant shall submit complete sets of final plans and specifications for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not make any subsequent alterations, additions or improvements in, on, or structural ------------ ---------------------- alterations to the Leased Premises Premises, including the initial Construction, without the prior written consent of Landlord, which consent may will not be subject to such conditions as Landlord may deem appropriateunreasonably withheld. Tenant shall submit complete sets of final plans and specifications for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord All alterations shall be made at Tenant's sole cost of a good and expenseworkmanlike quality and shall comply with all Legal Requirements. Prior to the commencement of any such work, Tenant shall notify Landlord of the All contractors that will be retained by Tenant to perform make any alterations shall be subject (as a courtesy to Landlord) to the work. prior approval of Landlord shall have the right to approve which approval will not be unreasonably withheld or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenantdelayed. Tenant shall secure pay, when due, all governmental permits, approvals claims for labor or authorizations required for such workmaterials furnished or alleged to have been furnished in connection with any alterations. All alterations, additions Any alterations made shall remain on and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of be surrendered with the Leased Premises) shall immediately become the property of Landlord, without any obligation Premises on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term and shall become the property of the Landlord, except that Landlord may elect within thirty (30) days before expiration or sooner termination of the Term, or within five (5) days after termination of the Term, to require Tenant shall forthwith to remove (at Tenant's sole cost and expense) all alterationsany alterations that Tenant has made to the Premises. If Landlord so elects, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the its condition they were in prior to such alterations, before the installation last day of such itemsthe Term or within thirty (30) days after notice of election is given, whichever is later. Tenant's obligations hereunder Tenant shall survive pay all costs for Construction done by it or caused to be done by it on the expiration or termination of Premises as permitted by this Lease. Any mechanic's liens resulting from Construction for Tenant which are filed against the Premises shall be discharged or bonded by Tenant within twenty (20) days of receipt by Tenant of notice thereof. Tenant recognizes the historic nature of the building and agrees to carefully protect all woodwork. Landlord's Construction representative may inspect all work on an ongoing basis and advise Tenant (as a courtesy) of any Construction imperfections that Landlord feels should be cured. Tenant shall have the right, to share space on a directory to be permitted to install card readers on installed at the stairwell doors adjacent to floor 5 entry of the Bank of America Buildingbuilding and on their main entry and to place a sign on, the property, subject to approval by Landlord and the City of Bellevuelocal government approval.

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not make any subsequent alterations, --------------------- additions or improvements in, on, in or to the Leased Premises without the prior written consent of Landlord, which consent may be subject first submitting to such conditions as Landlord may deem appropriate. Tenant shall submit complete sets of final professionally-prepared plans and specifications for such work and obtaining Landlord's prior written approval thereof. Tenant covenants that it will cause all such alterations, additions or and improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made performed at Tenant's sole cost and expense. Prior expense by Landlord or a contractor approved by Landlord and in a manner which: (a) is consistent with the Landlord-approved plans and specifications and any conditions imposed by Landlord in connection therewith; (b) is in conformity with commercial standards; (c) includes acceptable insurance coverage for Landlord's benefit; (d) does not affect the structural integrity of the Building; (e) does not disrupt the business or operations of adjoining tenants; and (f) does not invalidate or otherwise affect the construction and systems warranties then in effect with respect to the commencement of Park. With respect to any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Landlord for Tenant, Tenant shall pay Landlord a supervision fee which shall be in an amount comparable to the fee a third party contractor would charge in connection with a comparable project. Tenant shall secure all governmental permitspermits and approvals, approvals or authorizations required for such workas well as comply with all other applicable governmental requirements and restrictions. All alterations, additions and improvements (expressly including but not limited all light fixtures, heating, ventilation and air conditioning units and floor coverings) shall be Tenant's property until expiration or earlier termination of this Lease, and Tenant shall be entitled to all light fixtures and floor coverings but excluding any inventorydepreciation, furniture and similar personal property which does not become a part of amortization or other fee benefits related thereto during the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, Lease term; upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, term such items shall immediately become the property of Landlord without any obligation on its part to pay therefor. Tenant shall forthwith remove (such improvements on the termination of this Lease unless otherwise directed by Landlord at the time Landlord approves such improvements. All trade fixtures, appliances, equipment not affixed to the Premises and other personal property of Tenant shall remain Tenant's sole cost and expense) all alterationsproperty, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair be entitled to all depreciation thereto. Landlord shall respond to Tenant in writing of its approval or disapproval of any proposed alteration under this paragraph with fifteen (at its sole cost and expense15) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. days following Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevuewritten request for approval.

Alterations by Tenant. After the completion of the improvements to be made to the Premises Improvementsby Tenant pursuant to Exhibit C attached, Tenant shall not not, make any subsequent alterations, additions or improvements inin or to, on, or to the Leased Premises without the first obtaining Landlord's prior written consent of approval, and if required by Landlord, which consent may be subject submitting to such conditions as Landlord may deem appropriateprofessionally prepared plans and specifications. Tenant shall submit complete sets of final plans and specifications for covenants it will cause all such alterations, additions or and improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made performed at Tenant's sole cost and expense. Prior expense by a contractor reasonably acceptable to Landlord and in a manner which: (a) is consistent with any Landlord-approved plans and specifications and any reasonable conditions imposed by Landlord; (b) is in conformity with first class commercial standards; (c) includes acceptable insurance coverage for Landlord's benefit; (d) does not affect the structural integrity of the Building or the Building's systems (e) does not disrupt the business or operations of other tenants; and (f) does not invalidate or otherwise affect the construction and systems warranties then in effect with respect to the commencement of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by TenantBuilding. Tenant shall secure all governmental permitspermits and approvals and comply with all other applicable governmental requirements and restrictions, approvals and reimburse Landlord for all expenses incurred in connection therewith. Except as provided in Section 14 with regard to concurrent negligence, Tenant shall indemnify, defend and hold Landlord harmless from and against all losses, liabilities, damages, liens, costs, penalties and expenses (including attorneys' fees, but without waiver of the duty to hold harmless) arising from or authorizations required for out of the performance of such workalterations, additions and improvements, including, but not limited to, all which arise from or out of Tenant's breach of its obligations under terms of this Section 11. All alterations, additions and improvements (expressly including but not limited to all light fixtures, heating, ventilation and air conditioning units and floor, window and wall coverings), except Tenant's moveable trade fixtures and floor coverings but excluding any inventoryappliances and equipment not affixed to the Premises, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, Landlord without any obligation on the its part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at TenantThese improvements remain Landlord's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall not remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore or any portion thereof on the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval Lease except as specifically directed by Landlord and in writing at the City of Bellevuetime Landlord consents to the improvements pursuant to this Section 11.

Alterations by Tenant. After completion of Premises ImprovementsTenant may, Tenant shall not from time to time, at its own expense make any subsequent alterationschanges, additions or and improvements in, on, or to the Leased Premises without to better adapt the same to its business, provided that any such change, addition or improvement will (a) comply with all applicable Laws; (b) be made only with the prior written consent of Landlord, which consent may will not be subject unreasonably withheld; (c) equal or exceed Building Standard; and (d) be carried out only by persons selected by Tenant and approved in writing by Landlord, who will if required by Landlord deliver to Landlord before commencement of the work performance and payment bonds. Tenant will maintain, or will cause the persons performing any such work to maintain, worker's compensation insurance and public liability and property damage insurance (with Landlord named as an additional insured), in amounts, with companies and in a form reasonably satisfactory to Landlord, which insurance will remain in effect during the entire period in which the work will be carried out. If requested by Landlord, Tenant will deliver to Landlord proof of all such insurance. Tenant will promptly pay, when due, the cost of all such work and, upon completion, Tenant will deliver to Landlord, to the extent not previously received by Landlord, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. Tenant will also pay any increase in property taxes on, or fire or casualty insurance premiums for, the Building attributable to such conditions as change, addition or improvement and the cost of any modifications to the Building outside the Premises that are required to be made in order to make the change, addition or improvement to the Premises. Tenant, at its expense, will have promptly prepared and submitted to Landlord may deem appropriatereproducible as-built plans of any such change, addition or improvement upon its completion. All changes, additions and improvements to the Premises, whether temporary or permanent in character, made or paid for by Landlord or Tenant shall submit complete sets will, without compensation to Tenant, become Landlord's property upon installation. If at the time Landlord consents to their installation, Landlord requests or approves the removal by Tenant of final plans and specifications for all any such alterationschanges, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement upon termination of any such workthis Lease, Tenant shall notify Landlord will remove the same upon termination of the contractors that will be retained by Tenant to perform the workthis Lease as provided in Section 15.1. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterationsAll other changes, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal will remain Landlord's property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall Lease and will be permitted relinquished to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America BuildingLandlord in good condition, subject to approval by Landlord ordinary wear and the City of Bellevuetear excepted.

Alterations by Tenant. After completion of Premises Improvements(A) Tenant shall not, without Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed, make or permit any alteration, improvement, addition or installation in or to the Premises. At least fifteen (15) business days prior to commencing any alterations to the Premises, Tenant shall not provide Landlord written notice of its alteration plans for Landlord’s review, and if applicable, approval. Under no circumstances may Tenant make any subsequent alterationsalterations to the structural elements of the Building, additions or improvements inthe roof, onthe life/safety systems, the HVAC system (except for changes solely within the Premises), the security system for which Landlord is responsible, or to which have any adverse effect on any other Building systems. Notwithstanding the Leased Premises without the prior foregoing, written consent of LandlordLandlord shall not be required and Tenant may make alterations to the interior of the Premises that comply with the following requirements (alterations satisfying these requirements, which consent may the “Permitted Alterations”): (i) the alteration is non-structural in nature (except that installation or removal of demising walls and interior offices shall be subject to permitted); (ii) the alteration does not adversely affect the roof or any area outside of the Premises; (iii) the alteration does not materially affect the electrical, plumbing, HVAC or mechanical systems in the Building or servicing the Premises, or the sprinkler or other life safety system; (iv) the alteration costs less than $132,160.00 for each such conditions as alteration project in the aggregate; (v) Landlord may deem appropriatereceives prior written notice; and (vi) Tenant is not then in default beyond any applicable notice or cure period. All work performed by or at the request of Tenant shall submit complete sets be performed by contractors and subcontractors approved in writing by Landlord (which approval shall not be unreasonably withheld, conditioned or delayed), who shall be required to obtain the following insurance: (i) Xxxxxxx’x Compensation and Occupational Disease Insurance in accordance with the laws of final plans the state in which the Building is located; and specifications (ii) Commercial General Liability Insurance with limits for all bodily injury and property damage of not less than One Million Dollars ($1,000,000) for any one occurrence and in the aggregate. Promptly after the completion of the alterations or improvements, Tenant, at its expense, shall deliver to Landlord an accurate as-built drawing on CADD computer disc (to the extent such alterationsdrawings were produced), additions as well as a hard copy, showing such alterations or improvements to Landlord for approvalin the Premises. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement Landlord’s approval of any such workplans, Tenant specifications or work drawings shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve create no responsibility or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation liability on the part of Landlord for their completeness, design sufficiency or compliance with any laws, rules and regulations of governmental agencies or authorities. Tenant agrees to reimburse Landlord for any actual third-party costs and expenses related to the review and approval of Tenant’s plans and specifications for any alterations made during the Term for which Landlord’s approval is required, and to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination Landlord a management fee for oversight of such work equal to three percent (3%) of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) thereof for all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removalalterations requiring Landlord’s consent that exceed $100,000 in total costs. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by TenantLandlord may withhold its consent in its sole discretion with respect to, and Permitted Alterations shall restore not include, any Alteration (i) affecting the Leased Premises to fixed lab benches, fume hoods, roof, Building systems, Building structure and/or areas outside the condition they were in prior to Premises, or (ii) changing the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 rentable square footage of the Bank of America BuildingPremises (collectively, subject to approval by Landlord and the City of Bellevue“Restricted Alterations”).

Alterations by Tenant. After completion of Premises Improvements, 12.1 Tenant shall not make or perform or permit the making or performance of any subsequent alterations, additions additions, installations or improvements into or removals from (collectively, on"ALTERATIONS") the Premises without Landlord's prior written consent, except that Tenant may, without Landlord's prior consent, make or perform or permit the making or performance of any non-structural Alteration that has a cost less than $100,000 a per occurrence basis, which amount shall be adjusted each Lease Year by the percentage increase in the Index between the month in which the Term Commencement Date occurs and the calendar month immediately preceding the first month of the applicable Lease Year. Landlord agrees not to unreasonably withhold its consent to non-structural Alterations provided the same, in Landlord's reasonable opinion, do not adversely affect Building systems (including, without limitation, utility, life safety, electrical, plumbing and sewage lines and HVAC systems) and will not result in any increase in Operating Expenses beyond a de minimis degree (unless Tenant agrees in writing to pay for any such increase). Tenant shall furnish Landlord with plans and specifications for any non-structural Alterations prior to Tenant's commencement of the construction or installation of the same. Any Structural Alterations requested by Tenant and approved by Landlord shall be performed by Landlord, at Tenant's expense, provided the same does not adversely affect beyond a de minimis degree Building systems (including, without limitation, utility, life safety, electrical, plumbing and sewage lines and HVAC systems) and will not result in any increase in Operating Expenses (unless Tenant agrees in writing to pay for any such increase). Tenant shall request in writing Landlord's written consent not less than thirty (30) days prior to the Leased Premises without proposed commencement of the prior construction of such Structural Alterations, which written consent request shall be accompanied by plans and specifications (prepared by a licensed structural engineer reasonably acceptable to Landlord) for such Structural Alterations, which plans and specifications shall be subject to the approval of Landlord, which approval shall not be unreasonably withheld or delayed. Landlord's granting of consent to Structural Alterations may be subject conditioned on a requirement that Tenant (x) deposit with Landlord, prior to Landlord's commencement of installation of any such conditions Structural Alterations, an amount not in excess of ten percent (10%) of the cost of such installation, as determined by Landlord, and (y) on or prior to the Expiration Date or earlier termination of this Lease, arrange with Landlord may deem appropriatefor the removal, at Tenant's expense, of all vertical penetrations throughout the Premises in excess of three (3) penetrations and the restoration of such penetrations to their condition prior to the construction of such penetrations. Tenant shall submit complete sets of final plans and specifications pay, as Additional Rent, the reasonable out-of-pocket costs for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 Structural Alteration, together with costs incurred by Landlord in its review of the Bank plans and specifications therefor, within thirty (30) days after its receipt of America Building, subject to approval by Landlord and the City of Bellevuean invoice therefor.

Alterations by Tenant. After completion of Premises Other than the initial Tenant Improvements, --------------------- Tenant shall not make any subsequent no alterations, additions or improvements in, on, or to the Leased Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed. Landlord may be subject to impose, as a condition of such conditions consent, such reasonable requirements as Landlord may deem appropriate. desirable including, without limitation, the requirement that Tenant shall submit complete sets of final plans and specifications for all remove such alterations, additions or improvements upon the expiration or earlier termination of the Lease. Landlord shall advise Tenant in writing at the time Tenant makes its initial Tenant Improvements under the Work Letter (as to the initial Tenant Improvements) and at the time Tenant request's Landlord's consent to any subsequent alterations whether Landlord for approvalwill require Tenant to remove such alterations from the Premises upon the expiration or earlier termination of this Lease. Any Notwithstanding the requirements in this Section 7.3, nonstructural alterations, additions or improvements which do not affect building systems or the exterior of the Premises and that cost less than Fifty Thousand Dollars ($50,000) in the aggregate in any calendar year shall not require Landlord's prior written consent, but Landlord shall be entitled to at least ten (10) days prior written notice thereof before Tenant commences such alterations, additions or improvements. Tenant shall submit all plans and specifications relating to any proposed alterations, additions or improvements consented which exceed Fifty Thousand Dollars ($50,000) in the aggregate in any calendar year to Landlord for Landlord's prior written approval. No materials used in Tenant's alterations shall be subject to any security interest or lien and no part of the Premises shall be subject to any mechanics' or materialmen's lien by reason of Tenant's alterations. No such alterations shall affect the exterior appearance of the Premises and it shall be deemed reasonable for Landlord to refuse to consent to any such alterations. All work approved by Landlord shall be made performed by Tenant or Tenant's contractors in a first-class, diligent and workmanlike manner and so as not to unreasonably interfere with any owners, tenants or occupants of adjoining premises or buildings. Tenant shall utilize for such purposes only licensed contractors and materials reasonably approved in writing by Landlord (and Landlord hereby approves Xxxxx Xxxxx). Any construction by Tenant shall be in conformance with the plans and specifications reasonably approved by Landlord and with any and all applicable rules and regulations of any federal, state, county or municipal agency or other governmental body having jurisdiction over the Premises (including, without limitation, the Americans With Disabilities Act and its state and local counterparts) and with any applicable codes and ordinances regardless of whether such roles, regulations, codes or ordinances relate to structural, permanent or non-structural alterations. All alterations of Tenant shall be done at Tenant's sole cost and expense. Prior Tenant agrees to give Landlord written notice of the commencement date of any such approved alterations, improvements, additions or repairs to be made within the Premises at least ten (10) days prior to the commencement of any such work, work in order to give Landlord time to post notices of nonresponsibility. Tenant shall notify further agrees to reimburse Landlord all of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance Landlord's reasonable costs incurred for review of any or all contractors to be retained plans and specifications submitted by Tenant for its alterations (other than the initial Tenant Improvements) and in reviewing the progress of such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part exceed Two-Thousand five Hundred Dollars ($2,500) for each set of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not make any subsequent no alterations, additions or --------------------- improvements in, on, or to the Leased Premises without first obtaining the prior written consent of Landlord, which consent may shall not be subject to such conditions as Landlord may deem appropriateunreasonably withheld, conditioned or delayed. Tenant shall conduct any permitted work in such a manner as not to interfere with the operation of the Building or the business of other tenants and shall, prior to commencement of the work, submit complete sets to Landlord copies of all necessary permits. Landlord reserves the right to have final approval of the general contractors hired by Tenant which approval shall not be unreasonably withheld, conditioned or delayed. Tenant will refer all general contractors, contractors representatives and installation technicians rendering any service on or to the Premises for Tenant, above $5,000 in costs, to Landlord for its reasonable approval and supervision before performance of any service. This provision shall apply to all work performed in the Building, including, but not limited to, installation of electrical devices and attachments and installations of any nature affecting floors, walls, woodwork, trim, windows, ceilings, equipment or any other physical portion of the Building. 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 lease Term shall remain in or upon the Premises without compensation to Tenant provided Landlord has so notified Tenant in writing at the time Landlord approves Tenant's plans for any such alterations, additions or improvements. If, however, Landlord shall request in writing, at the time Landlord approves Tenant's plans of any such alterations, additions or improvements, Tenant will, prior to termination of this Lease, remove any and specifications for all alterations, additions and improvements placed or installed by Tenant in the Premises, and will repair any damage caused by such removal unless Landlord notifies Tenant prior to the removal that Landlord wants the alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevueremain.

Alterations by Tenant. After completion of Premises Other than the initial Tenant Improvements, --------------------- Tenant shall not make any subsequent no alterations, additions or improvements in, on, or to the Leased Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld or delayed. Landlord may be subject to impose, as a condition of such conditions consent, such reasonable requirements as Landlord may deem appropriate. desirable including, without limitation, the requirement that Tenant shall submit complete sets of final plans and specifications for all remove such alterations, additions or improvements upon the expiration or earlier termination of the Lease. Landlord shall advise Tenant in writing at the time Tenant makes its initial Tenant Improvements under the Work Letter (as to the initial Tenant Improvements) and at the time Tenant requests Landlord's consent to any subsequent alterations whether Landlord for approvalwill require Tenant to remove such alterations from the Premises upon the expiration or earlier termination of this Lease. Any Notwithstanding the requirements in this Section 7.3, nonstructural alterations, additions or improvements which do not affect building systems or the exterior of the Premises and that cost less than Fifty Thousand Dollars ($50,000) in the aggregate in any calendar year shall not require Landlord's prior written consent, but Landlord shall be entitled to at least ten (10) days prior written notice thereof before Tenant commences such alterations, additions or improvements. Tenant shall submit all plans and specifications relating to any proposed alterations, additions or improvements consented which exceed Fifty Thousand Dollars ($50,000) in the aggregate in any calendar year to Landlord for Landlord's prior written approval. No materials used in Tenant's alterations shall be subject to any security interest or lien and no part of the Premises shall be subject to any mechanics' or materialmen's lien by reason of Tenant's alterations. No such alterations shall affect the exterior appearance of the Premises and it shall be deemed reasonable for Landlord to refuse to consent to any such alterations. All work approved by Landlord shall be made performed by Tenant or Tenant's contractors in a first-class, diligent and workmanlike manner and so as not to unreasonably interfere with any owners, tenants or occupants of adjoining premises or buildings. Tenant shall utilize for such purposes only licensed contractors and materials reasonably approved in writing by Landlord (and Landlord hereby approves Xxxxx Xxxxx). Any construction by Tenant shall be in conformance with the plans and specifications reasonably approved by Landlord and with any and all applicable rules and regulations of any federal, state, county or municipal agency or other governmental body having jurisdiction over the Premises (including, without limitation, the Americans With Disabilities Act and its state and local counterparts) and with any applicable codes and ordinances regardless of whether such rules, regulations, codes or ordinances relate to structural, permanent or non-structural alterations. All alterations of Tenant shall be done at Tenant's sole cost and expense. Prior Tenant agrees to give Landlord written notice of the commencement date of any such approved alterations, improvements, additions or repairs to be made within the Premises at least ten (10) days prior to the commencement of any such work, work in order to give Landlord time to post notices of nonresponsibility. Tenant shall notify further agrees to reimburse Landlord all of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance Landlord's reasonable costs incurred for review of any or all contractors to be retained plans and specifications submitted by Tenant for its alterations (other than the initial Tenant Improvements) and in reviewing the progress of such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part exceed Two-Thousand five Hundred Dollars ($2,500) for each set of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.

Alterations by Tenant. All additions, alterations, improvements and fixtures (except Tenant's movable trade fixtures and signage) in or upon the Premises, whether placed there by Tenant or by Landlord, shall become Landlord's property and shall remain upon the Premises at the termination of this Lease by lapse of time, or otherwise, without compensation or allowance or credit to Tenant. After completion of Premises Improvementsthe Commencement Date, Tenant shall not make any subsequent alterationsadditions, additions changes, alterations or improvements in, on, or to the Leased Premises costing more than $150,000.00 in the aggregate, without the prior written consent of Landlord, which consent may shall not be subject unreasonably withheld, conditioned or delayed. Even if Landlord's consent is not required, Tenant shall give Landlord prior written notice specifying any work to such conditions as be done. If Landlord grants its consent, Landlord may deem appropriate. Tenant shall submit complete sets impose reasonable requirements as a condition of final such consent including without limitation the submission of plans and specifications for all Landlord's prior written approval, obtaining necessary permits, obtaining insurance, prior approval of contractor (not to be unreasonably withheld) and reasonable requirements as to the manner and times in which such alterationswork shall be done. All work shall be performed in a good and workmanlike manner and shall be in accordance with plans and specifications, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to (approved by Landlord if approval is required by the above provisions) and shall be made at Tenant's sole cost in accordance with all applicable laws, ordinances, and expensecodes. Prior to If any of such work may affect the commencement of any such work, Tenant shall notify Landlord structure of the contractors Building or interfere with Building systems or operation, Landlord may require that will such work be retained by Tenant performed under Landlord's supervision (but at no additional cost to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such worksupervision). Landlord shall promptly be provided with complete “as built” drawings and specifications for Notwithstanding the foregoing, upon expiration of the Term or earlier termination of the Lease, Tenant may remove all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventoryof its personal property, furniture and similar personal property which does not become a part of trade fixtures from the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage caused to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere Such repairs shall be done in this Lease a good and wxxxxxx like manner consistent with all applicable laws, rules and regulations. Tenant shall make such alterations to the contraryPremises to keep same in compliance with all applicable laws, rules and regulations, including, without limitation, the Americans With Disabilities Act. In the event that any governmental authority directs any modification or alteration to the Premises as the result of Tenant's occupancy, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore pay for the Leased Premises to the condition they were in prior to the installation cost of such items. Tenant's obligations hereunder shall survive the expiration modification or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevuealteration.

Alterations by Tenant. (a) After completion of Premises Improvementsthe Commencement Date, Tenant shall may not make any subsequent alterations, additions exterior or improvements in, on, or structural alterations to the Leased Premises without the prior written consent of Landlord, which consent may shall not be subject to such conditions as Landlord may deem appropriateunreasonably withheld. Tenant may make any other interior alterations which Tenant deems necessary or beneficial to Tenant’s operation of the Premises, so long as the alterations do not materially decrease the value of the Premises, upon notification of Landlord thereto. All alterations to the Premises made by Tenant shall submit complete sets of final plans comply with the Americans With Disabilities Act and specifications for all such alterations, additions or improvements to Landlord for approvalother applicable laws and regulations. Any such alterations, additions or improvements consented to by Landlord alterations shall be made at Tenant's sole cost performed in a good and expenseworkmanlike manner by a contractor reasonably acceptable to Landlord and in accordance with applicable legal and insurance requirements and the terms and provisions of this Lease, and in quality equal to or better than the original construction of the Building. Prior to the commencement of any such workProvided, however, Tenant shall notify not need to provide notice to Landlord to make an alteration to the interior of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterationsPremises, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of obtain consent from Landlord, without any obligation on nor provide evidence of insurance to Landlord, if the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive work is less than Five Thousand Dollars ($5,000.00) and such alteration otherwise complies with the expiration or termination terms and conditions of this Lease. Tenant shall promptly pay all costs attributable to such alterations and improvements and shall indemnify Landlord against any mechanics’ liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be permitted incurred as a result of building code violations attributable to install card readers such work. Tenant shall promptly repair any damage to the Premises or to the Building caused by any such alterations or improvements. When required hereunder, any prior notice of such alterations shall be made by Tenant providing to Landlord at least seven (7) days prior to its commencement, a description of the work to be performed, the cost of the work and the identity of the contractor performing the work. Any reasonable objections by Landlord to the contemplated work or contractor must be made in writing to the Tenant within five (5) days following receipt of the notice. Failure by Landlord to respond shall be conclusively presumed as Landlord's consent to such work and contractor. All such alterations erected by Tenant shall be and remain the property of Tenant during the term of this Lease. At the end of the Initial Term or Renewal Term, as the case may be, such alterations erected by Tenant shall become the property of Landlord and Tenant shall have no obligation to remove the same and/or to restore the Premises to its original condition. Any trade fixtures installed on the stairwell doors adjacent to floor 5 of the Bank of America BuildingPremises by Tenant at its own expense, subject to approval by Landlord such as movable partitions, counters, shelving, showcases, fitness equipment and the City like may, and at the request of BellevueLandlord, shall be removed on the termination of this Lease, provided that no Event of Default then exists hereunder. In any event, Tenant shall bear the cost of such removal, and Tenant shall repair at its own expense any and all damage to the Premises resulting from such removal.

Alterations by Tenant. All additions, alterations, improvements and fixtures (except Tenant's movable trade fixtures and signage) in or upon the Premises, whether placed there by Tenant or by Landlord, shall become Landlord's property and shall remain upon the Premises at the termination of this Lease by lapse of time, or otherwise, without compensation or allowance or credit to Tenant. After completion of Premises Improvementsthe Commencement Date, Tenant shall not make any subsequent alterationsadditions, additions changes, alterations or improvements in, on, or to the Leased Premises costing more than $150,000.00 in the aggregate, without the prior written consent of Landlord, which consent may shall not be subject unreasonably withheld, conditioned or delayed. Even if Landlord's consent is not required, Tenant shall give Landlord prior written notice specifying any work to such conditions as be done. If Landlord grants its consent, Landlord may deem appropriate. Tenant shall submit complete sets impose reasonable requirements as a condition of final such consent including without limitation the submission of plans and specifications for all Landlord's prior written approval, obtaining necessary permits, obtaining insurance, prior approval of contractor (not to be unreasonably withheld) and reasonable requirements as to the manner and times in which such alterationswork shall be done. All work shall be performed in a good and workmanlike manner and shall be in accordance with plans and specifications, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to (approved by Landlord if approval is required by the above provisions) and shall be made at Tenant's sole cost in accordance with all applicable laws, ordinances, and expensecodes. Prior to If any of such work may affect the commencement of any such work, Tenant shall notify Landlord structure of the contractors Building or interfere with Building systems or operation, Landlord may require that will such work be retained by Tenant performed under Landlord's supervision (but at no additional cost to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such worksupervision). Landlord shall promptly be provided with complete “as built” drawings and specifications for Notwithstanding the foregoing, upon expiration of the Term or earlier termination of the Lease, Tenant may remove all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventoryof its personal property, furniture and similar personal property which does not become a part of trade fixtures from the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage caused to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere Such repairs shall be done in this Lease a good and workman like manner consistent wixx xxx applicable laws, rules and regulations. Tenant shall make such alterations to the contraryPremises to keep same in compliance with all applicable laws, rules and regulations, including, without limitation, the Americans With Disabilities Act. In the event that any governmental authority directs any modification or alteration to the Property as the result of Tenant's occupancy, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore pay for the Leased Premises to the condition they were in prior to the installation cost of such items. Tenant's obligations hereunder shall survive the expiration modification or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevuealteration.

Alterations by Tenant. After completion of Premises ImprovementsExcept as expressly provided in the Work Letter, Tenant shall not make any subsequent no alterations, additions or improvements into the Premises or the Building Complex (the "Alterations"), onincluding the installation of equipment or machinery which requires modifications to existing electrical outlets or increases Tenant's usage of electricity beyond the standard electrical usage design for the Premises without obtaining the prior written consent of Landlord. Tenant shall submit any such request to Landlord, which shall not be unreasonably withheld or delayed, at least 30 days prior to the commencement of the Alterations. Landlord may impose, as a condition to its consent, and at Tenant's sole cost, such requirements as Landlord may deem necessary in its judgment, including the manner in which the Alterations are done, the material to be used, the times during which the work is to be accomplished, approval of all plans and specifications, and the procurement of all licenses and permits. Landlord shall approve, which approval shall not be unreasonably withheld, Tenant's choice of architect and contractor by whom the work is to be performed. Landlord shall be entitled to or to require Tenant to post notices on and about the Leased Premises with respect to Landlord's non-liability for the Alterations and Tenant shall not permit those notices to be defaced or removed. Tenant further agrees not to connect any apparatus, machinery or device to the Building systems, including electric wires, water pipes, fire, safety, heating and mechanical systems, without the prior written consent of Landlord. Alterations which Tenant is permitted to make shall be performed in a good and workmanlike manner and in compliance with this Lease. All Alterations, which consent may including partitions (except demountable wall systems installed by Tenant and not those existing in the Premises on the date hereof), paneling, carpeting, drapes or other window coverings, and light fixtures (but not including movable office furniture, telephone equipment and cabling), are deemed a part of the real estate and the property of Landlord and remain upon and be subject surrendered with the Premises at the end of the Term, whether by lapse of time or otherwise, unless Landlord notifies Tenant either M at the time such Alterations are installed that it elects to have Tenant remove all or part of such conditions as Landlord may deem appropriate. Alterations at the end of the Term or (ii) in the case of telephone and data cabling within 30 days following the expiration of the Lease that it elects to have Tenant remove such cabling,, and in either such event, Tenant shall submit complete sets of final plans and specifications for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost expense promptly remove the Alterations specified and expenserestore the Premises to its prior condition, reasonable wear and tear excepted. Prior If Landlord permits any Alterations, then prior to the commencement of any such workthose Alterations, Tenant shall notify deliver to Landlord certificates (and copies of the policies if requested by Landlord) issued by insurance companies qualified to do business in the state where the Premises are located evidencing that workmen's compensation, public liability insurance and property damage insurance, builder's risk coverage (if applicable) all in amounts, with companies and on forms satisfactory to Landlord, are in force and maintained by all such contractors that will be retained and subcontractors engaged by Tenant to perform the work. All such policies shall name Landlord as an additional insured and shall have the right provide that they may not be canceled or modified without 30 days' prior notice to approve or disapprove in advance any or all contractors to be retained by Tenant for such workLandlord. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterationsTenant, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense, shall cause any permitted Alterations to be performed in compliance with all applicable requirements of insurance policies, Laws, and governmental bodies having jurisdiction, in such manner as not to interfere with other tenants or interfere with, delay, or impose any additional expense upon Landlord in the construction, maintenance or operation of the Building Complex, and so as to maintain harmonious labor relations in the Building and to not disturb other tenants' use of their premises or interfere with Landlord's operation of the Building Complex. In addition, Tenant, at its sole cost and expense, shall be responsible for the acquisition of auxiliary aids, required under the ADA, including all Alterations required: (i) as a result of Tenant, or any damage subtenant, assignee or concessionaire, being a Public Accommodation (as defined in the ADA); (ii) as a result of the Premises being a Commercial Facility (as defined in the ADA); (iii) as a result of any leasehold improvements made to the Leased Premises caused by or on behalf of Tenant, or any subtenant, assignee or concessionaire (whether or not Landlord's consent to such removal. Notwithstanding anything herein leasehold improvements was obtained); or elsewhere in this Lease to (iv) as a result of the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed employment by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation or any subtenant, assignee or concessionaire, of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevueany individual with a disability.

Alterations by Tenant. After completion Tenant shall not make, install or erect in or to the Premises any installations, alterations, modifications, additions or partitions without submitting the drawings and specifications to Landlord and obtaining Landlord's prior written consent in each instance, which consent will not be unreasonably withheld or delayed (in no event shall Tenant be permitted to make any alterations to any portion of the Building or Building Complex other than within the Premises Improvementsas shown in the Construction Drawings approved pursuant to the Work Letter). Furthermore, Tenant shall not make any subsequent alterations, additions or improvements in, on, or to the Leased Premises without the obtain Landlord's prior written consent of Landlordconsent, which consent shall not be unreasonably withheld or delayed, to any change or changes in such drawings or specifications submitted as aforesaid. Tenant, upon prior notice to Landlord and compliance with all other provisions hereof, may make alterations of a "cosmetic nature" without being subject to Landlord's prior approval, however, Landlord can request, by notice to Tenant within thirty (30) days of Tenant's notice to Landlord of Tenant's intent to install such cosmetic alterations (as hereinafter defined), such alterations be removed upon termination or earlier expiration of the Lease and the Premises returned, at Tenant's expense, to their condition prior to the alteration, subject to ordinary wear and tear. For purposes hereof, "cosmetic alterations" shall be alterations of an aesthetic nature which do not require a building permit and do not affect the structure of the Building or any of its systems including HVAC, electrical or plumbing. Tenant shall pay the reasonable cost to Landlord of having its architects, engineers, or other consultants review such plans and changes thereto prior to proceeding with any work based on such drawings or specifications. All such work shall be performed in a good and workmanlike manner, free and clear of all mechanic's liens, and in compliance with the provisions of Article 11 hereof, and once commenced shall be diligently pursued through completion, and Landlord shall have no liability for the performance of such work, notwithstanding its consent to any plans and specifications. PROVIDED NEVERTHELESS that Landlord may, at its option, at Tenant's expense, require that Landlord's contractors be engaged for any mechanical or electrical work or other leasehold improvement. Without limiting the generality of the foregoing, any work performed by or for Tenant shall be performed by competent workmen whose labor union affiliations are not incompatible with those of any workmen who may be subject employed in the Building Complex by Landlord, its contractors or subcontractors. In addition to the above all contractors and subcontractors must meet Landlord's specifications, as reasonably determined by Landlord, for minimum requirements for insurance, bonds, quality of work, experience and such conditions as Landlord may deem appropriateother reasonably applicable factors. Tenant shall submit complete sets of final plans and specifications for all such alterationsto Landlord's reasonable supervision over construction, additions or improvements to shall provide Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior upon request with reasonable financial assurances prior to the commencement of alterations, and promptly pay to Landlord's or Tenant's subcontractors, as the case may be, when due, the costs of all such work and of all materials, labor and services involved therein and of all decoration and all changes in the Building, its equipment or services necessitated thereby. Tenant covenants that Tenant will not suffer or permit during the Term hereof any mechanics' or other liens for work, labor, services or materials ordered by Tenant or for the cost of which Tenant may be in any way obligated, to attach to the Premises or to the Building Complex and that whenever and so often as any such workliens shall attach or claims therefor shall be filed, Tenant shall notify Landlord shall, within twenty (20) days after Tenant has notice of the contractors that will claim for lien, procure the discharge thereof by payment or by giving security or in such other manner as is or may be retained required or permitted by Tenant to perform the work. Landlord shall have the right to approve law or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.shall

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not may from time to time at its own expense make any subsequent alterationschanges, additions or and improvements in, on, or to the Leased Premises without (individually or collectively referred to as "Alterations") to better adapt the same to its business, provided that any such Alterations (a) will comply with all applicable Laws; (b) will be made only with the prior written consent of Landlord, which consent may will not be subject to such conditions as Landlord may deem appropriate. unreasonably withheld, conditioned or delayed; (c) will equal or exceed Building standard; (d) will be carried out only by persons selected by Tenant shall submit complete sets of final plans and specifications for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to approved in writing by Landlord shall (which approval will not be made at Tenantunreasonably withheld, conditioned or delayed); (e) do not exceed or materially affect the capacity, maintenance, operating cost or integrity of the Building's sole cost structure or any of its heating, ventilating, air conditioning, plumbing, mechanical, electrical, communications or other systems; and expense(f) does not alter the exterior of the Building in any way. Prior to Notwithstanding the commencement of any such workforegoing, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve make interior, cosmetic alterations to the Premises and other minor, nonstructural, interior alterations having a cost of less than $25,000 with respect to such alteration or disapprove group of related alterations ("Minor Alterations") for its own benefit, and not for the benefit of Landlord, upon notice to Landlord but without first obtaining Landlord's consent provided such alterations do not modify in advance any respect or otherwise materially affect the Building systems and are otherwise performed in accordance with the terms of this Lease. Tenant will maintain, or will cause the persons performing any such work to maintain, worker's compensation insurance and public liability and property damage insurance (with Landlord named as an additional insured), in amounts, with companies and in a form reasonably satisfactory to Landlord, which insurance will remain in effect during the entire period in which the work will be carried out. If requested by Landlord, Tenant will deliver to Landlord proof of all contractors such insurance. Tenant will promptly pay, when due, the cost of all such work and, upon completion, Tenant will deliver to Landlord, to the extent not previously received by Landlord, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. Except as provided in the immediately following sentence, Tenant will pay to Landlord the Construction Administration Fee on all Alterations. Notwithstanding the foregoing, the Construction Administration Fee shall not apply with respect to the original Tenant Leasehold Improvements to the Premises or to any Minor Alterations unless such Minor Alterations require a building permit. Tenant shall pay to Landlord the cost of any modifications to the Building outside the Premises that are required to be retained by made in order to make the Alterations to the Premises, provided such cost is disclosed to Tenant for at the time of Landlord's approval of such workAlterations. Notwithstanding the foregoing, Landlord shall reserve the right to adjust the cost disclosed to Tenant in the event such cost is increased as a result of a concealed condition or unanticipated event, the presence or likelihood of which Landlord could not have reasonably discovered or anticipated at the time of Tenant's request. Tenant, at its expense, will have promptly be provided with complete “as built” drawings prepared and specifications for all alterationssubmitted to Landlord reproducible as-built CAD plans of any such change, addition or improvement requiring a building permit upon its completion. All changes, additions and improvements to the Premises, whether temporary or permanent in character, made or paid for by Tenant. Landlord or Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlordwill, without compensation to Tenant, become Landlord's property upon installation. If at the time Landlord consents to their installation, Landlord requests or approves the removal by Tenant of any obligation on the part of Landlord to pay therefor, such Alterations upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Termthis Lease, Tenant shall forthwith will remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part the same upon termination of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to as provided in Section 3.4. Landlord agrees that it will not require such removal unless the contrary, Tenant Alteration shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore make the Leased cost of renovating the Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive for office use following the expiration or termination of this LeaseLease materially more expensive than if such Alteration had not been made. Tenant shall By way of illustration and not limitation, the installation of raised flooring for a computer room, interconnecting stairwell, additional toilet rooms, non-Building Standard ceilings or healthclub would constitute an Alteration that would make the cost of renovating the Premises following expiration or termination of this Lease materially more expensive, but partitioning, special entry lobby features such as a plaster or sheetrock ceiling (provided ceiling height is maintained at nine (9) feet), special lighting or special partition finishes or surfaces (such as glass block) would not. All other Alterations will remain Landlord's property upon termination of this Lease and will be permitted relinquished to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America BuildingLandlord in good condition, subject to approval by Landlord ordinary wear and the City of Bellevuetear excepted.

Alterations by Tenant. After completion of Premises ImprovementsTenant may, Tenant shall not from time to time, at its own expense make any subsequent alterationschanges, additions or and improvements in, on, or to the Leased Premises without to better adapt the same to its business, provided that any such change, addition or improvement will (a) comply with all applicable Laws; (b) be made only with the prior written consent of Landlord, which consent may will not be subject unreasonably withheld; (c) equal or exceed Building Standard; and (d) be carried out only by persons selected by Tenant and approved in writing by Landlord, who will if reasonably required by Landlord deliver to Landlord before commencement of the work performance and payment bonds. Tenant will maintain, or will cause the persons performing any such work to maintain, worker's compensation insurance and public liability and property damage insurance (with Landlord named as an additional insured), in amounts, with companies and in a form reasonably satisfactory to Landlord, which insurance will remain in effect during the entire period in which the work will be carried out. If requested by Landlord, Tenant will deliver to Landlord proof of all such insurance. Tenant will promptly pay, when due, the cost of all such work and, upon completion, Tenant will deliver to Landlord, to the extent not previously received by Landlord, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. Tenant will also pay any increase in property taxes on, or fire or casualty insurance premiums for, the Building attributable to such conditions as Landlord may deem appropriatechange, addition or improvement and the cost of any modifications to the Building outside the Premises that are required to be made in order to make the change, addition or improvement to the Premises. Tenant shall submit complete sets of final plans Tenant, at its expense, will have promptly prepared and specifications for all such alterations, additions or improvements submitted to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement reproducible as-built plans of any such workchange, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the workaddition or improvement upon its completion. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterationsAll changes, additions and improvements to the Premises, whether temporary or permanent in character, made or paid for by Landlord will, without compensation to Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such workbecome Landlord's property upon installation. All alterationschanges, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventorythe Premises, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlordwhether temporary or permanent in character, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration made or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made paid for by Tenant (except original leasehold improvements constructed as part of Premises Improvementswithout using Landlord's Allowance) designated by Landlord will, without compensation to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenantbecome Landlord's obligations hereunder shall survive the property upon expiration or earlier termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.this

Alterations by Tenant. After completion of Premises Improvements, 12.1 Tenant shall not make or perform or permit the making or performance of any subsequent alterations, additions additions, installations or improvements into or removals from (collectively, on, or to “Alterations”) the Leased Premises without the Landlord’s prior written consent. Landlord agrees not to unreasonably withhold or delay its consent of to non-structural Alterations provided the same, in Landlord’s reasonable opinion, which consent may be subject do not adversely affect Building systems (including, without limitation, utility, life safety, electrical, plumbing and sewage lines and HVAC systems) and will not result in any increase in Operating Expenses (unless Tenant agrees in writing to pay for any such conditions as Landlord may deem appropriateincrease). Tenant shall submit complete sets of final furnish Landlord with plans and specifications for all such alterations, additions any non-structural alterations prior to Tenant’s commencement of the construction or installation of the same. Landlord’s prior consent shall not be required to changes or improvements to Landlord for approvalby Tenant in the Premises which are purely decorative or which cost less than One Dollar and 50/100s ($1.50) per square foot of the Premises and do not affect the Building Structure or Building Systems and do not require a building permit. Any such alterations, additions or improvements consented to structural Alterations requested by Tenant and approved by Landlord shall be made performed by Landlord, at Tenant's sole cost ’s reasonable expense, provided the same do not adversely affect Building systems (including, without limitation, utility, life safety, electrical, plumbing and expense. Prior sewage lines and HVAC systems) and will not result in any increase in Operating Expenses (unless Tenant agrees in writing to the commencement of pay for any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenantincrease). Tenant shall secure all governmental permitsrequest in writing Landlord’s written consent not less than twenty (20) days prior to the proposed commencement of the construction of such structural Alterations, approvals or authorizations required which written request shall be accompanied by plans and specifications (prepared by a licensed structural engineer reasonably acceptable to Landlord) for such work. All alterationsstructural Alterations, additions which plans and improvements (including but not limited specifications shall be subject to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property approval of Landlord, without any obligation not to be unreasonably withheld. Landlord’s granting of consent to structural Alterations may be conditioned on a requirement that Tenant on or prior to the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration Expiration Date or sooner earlier termination of this Lease arrange with Landlord for the Lease Termremoval, at Tenant’s expense, of the structural Alteration installed and the restoration of the Premises to its condition prior to the construction of such structural Alteration. Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterationspay, additions or improvements made by Tenant (except original leasehold improvements constructed as part Additional Rent, for the reasonable costs of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 structural Alteration, together with reasonable out-of-pocket costs incurred by Landlord in its review of the Bank plans and specifications therefor, within ten (10) business days after its receipt of America Building, subject to approval by Landlord and the City of Bellevuean invoice therefor.

Alterations by Tenant. After completion With Landlord's prior approval, which --------------------- will not be unreasonably withheld, and the prior approval of the Port Authority, if such approval is required pursuant to the Ground Lease, Tenant may from time to time, at its expense, make such alterations, improvements, additions and replacements (including installation of fixtures, cables, wires) and decorations (collectively, "Alterations") in and to the Premises Improvementsas Tenant may desire, provided that: (a) the Alterations do not affect the outside -------- appearance of the Building and are not visible from the outside of the Building; (b) the Alterations are non-structural and do not impair the strength or structural integrity of the Building; (c) the Alterations are to the interior of the Premises and do not affect any part of the Building outside of the Premises; (d) the Alterations do not adversely affect the proper functioning of the mechanical, electrical, sanitary and other service systems of the Building, or unreasonably increase the usage of such systems by Tenant; (e) before proceeding with any Alteration (other than decorations), Tenant shall not make any subsequent alterations, additions or improvements in, on, or submit to the Leased Premises without the prior written consent of Landlord, which consent may be subject to such conditions as Landlord may deem appropriate. Tenant shall submit complete sets of final for Landlord's reasonable approval, plans and specifications for all the work to be done, and Tenant shall not proceed with such alterationswork until it obtains Landlord's approval, additions or improvements which shall not be unreasonably withheld; (f) Tenant shall pay to Landlord for approval. Any such alterationsupon demand the reasonable direct, additions or improvements consented to out-of-pocket costs and expenses actually incurred by Landlord shall be made at in reviewing Tenant's sole cost plans and expense. Prior specifications and inspecting the Alterations to determine whether they are being performed in accordance with the approved plans and specifications and in compliance with law, including the fees of any architect or engineer employed by Landlord for such purpose; and (g) Tenant shall comply with the rules and regulations of Landlord and the Port Authority (including applicable provisions of the Ground Lease) then in force with respect to the commencement making of any such work, Alterations. Tenant shall notify hereby agrees that the review and approval by Landlord of the contractors that will be retained by Tenant to perform the workTenant's plans and specifications for Alterations are solely for Landlord's benefit. Landlord shall have no duty toward Tenant, nor shall Landlord be deemed to have made any representation or warranty to Tenant with respect to the right to approve safety, adequacy, correctness, efficiency or disapprove in advance compliance with law of the plans and specifications, the Alterations or their design, or any or all contractors to be retained by Tenant for such workother matter regarding the Alterations. Landlord shall promptly be provided shall, at no cost or expense to Landlord, cooperate reasonably with complete “as built” drawings Tenant and specifications for its contractors and subcontractors in obtaining all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations approvals, certificates and bonds required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in under this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of BellevueArticle VIII.

Alterations by Tenant. After completion of Premises Improvements, 12.1 Tenant shall not make or perform or permit the making or performance of any subsequent alterations, additions additions, installations or improvements into or removals from (collectively, on"Alterations") the Premises without Landlord's prior written consent, except that Tenant may, without Landlord's prior consent, make or perform or permit the making or performance of any nonstructural Alteration that has a cost less than $100,000 a per occurrence basis, which amount shall be adjusted each Lease Year by the percentage increase in the Index between the month in which the Term Commencement Date occurs and the calendar month immediately preceding the first month of the applicable Lease Year. Landlord agrees not to unreasonably withhold its consent to non-structural Alterations provided the same, in Landlord's reasonable opinion, do not adversely affect Building systems (including, without limitation, utility, life safety, electrical, plumbing and sewage lines and HVAC systems) and will not result in any increase in Operating Expenses beyond a de minimis degree (unless Tenant agrees in writing to pay for any such increase). Tenant shall furnish Landlord with plans and specifications for any non-structural Alterations prior to Tenant's commencement of the construction or installation of the same. Any Structural Alterations requested by Tenant and approved by Landlord shall be performed by Landlord, at Tenant's expense, provided the same does not adversely affect beyond a de minimis degree Building systems (including, without limitation, utility, life safety, electrical, plumbing and sewage lines and HVAC systems) and will not result in any increase in Operating Expenses (unless Tenant agrees in writing to pay for any such increase). Tenant shall request in writing Landlord's written consent not less than thirty (30) days prior to the Leased Premises without proposed commencement of the prior construction of such Structural Alterations, which written consent request shall be accompanied by plans and specifications (prepared by a licensed structural engineer reasonably acceptable to Landlord) for such Structural Alterations, which plans and specifications shall be subject to the approval of Landlord, which approval shall not be unreasonably withheld or delayed. Landlord's granting of consent to Structural Alterations may be subject conditioned on a requirement that Tenant (x) deposit with Landlord, prior to Landlord's commencement of installation of any such conditions Structural Alterations, an amount not in excess of ten percent (10%) of the cost of such installation, as determined by Landlord, and (y) on or prior to the Expiration Date or earlier termination of this Lease, arrange with Landlord may deem appropriatefor the removal, at Tenant's expense, of all vertical penetrations throughout the Premises in excess of three (3) penetrations and the restoration of such penetrations to their condition prior to the construction of such penetrations. Tenant shall submit complete sets of final plans and specifications pay, as Additional Rent the reasonable out-of-pocket costs for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 Structural Alteration, together with costs incurred by Landlord in its review of the Bank plans and specifications therefor, within thirty (30) days after its receipt of America Building, subject to approval by Landlord and the City of Bellevuean invoice therefor.

Alterations by Tenant. After completion Tenant shall not make or cause to be made any alterations, repairs, additions or improvements in or to the Leased Premises (for example, but without limiting the generality of Premises Improvementsthe foregoing, Tenant shall not install or cause to be installed any exterior signs or interior signs visible from the exterior except as permitted by Section 4.3 hereof, floor covering, interior or exterior lighting, plumbing fixtures, shades, canopies or awnings or make any subsequent changes to the storefront, mechanical, electrical or sprinkler systems) without the prior written consent of Landlord. Tenant shall submit to Landlord plans and specifications for such work at the time consent is sought, in accordance with the criteria and procedures as provided in Exhibit "D". In the event Landlord grants such consent, such alterations, repairs, additions or improvements shall be performed in good and workmanlike manner and in accordance with all applicable legal and insurance requirements and all drawings or specifications approved by Landlord, and in accordance with the provisions of this Lease, including the provisions of Section 3.3 governing construction of the Leased Premises. Any work performed by Tenant shall be subject to Landlord's inspection and approval after completion to determine whether the same complies with the requirements of this Lease. Prior to the commencement of any such work by Tenant, Tenant shall obtain the insurance required in Section 8.2. Tenant agrees that Landlord shall have the right, at no expense to Landlord, to require Tenant to furnish Landlord with payment and performance bonds guaranteeing the completion of any repairs, alterations, additions or improvements in, on, (structural or otherwise) required or permitted to be performed by Tenant under any provisions of this Lease. Tenant may from time to time make non-structural alterations to the Leased Premises Premises, without Landlord's prior written approval, the total cost of which shall not exceed Ten Thousand Dollars ($10,000.00) in any year; provided, however, that Tenant shall not be permitted to alter the sign or the storefront without the prior written consent of Landlord, which consent may be subject to such conditions as Landlord may deem appropriate. Tenant shall submit complete sets of final plans and specifications for all such alterations, additions or improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement of provided further that any such work, Tenant nonstructural alterations shall notify Landlord of not change the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such work. All alterations, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part overall appearance of the Leased Premises) shall immediately become the property of Premises as originally approved by Landlord, without any obligation on the part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Building, subject to approval by Landlord and the City of Bellevue.

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not may from time to time at its own expense make any subsequent alterationschanges, additions or and improvements in, on, or to the Leased Premises without (individually or collectively referred to as "Alterations") to better adapt the same to its business, provided that any such Alterations: (a) will comply with all applicable Laws and Tenant will provide Landlord with permits evidencing same; (b) will be made only with the prior written consent of Landlord, which consent may will not be subject unreasonably withheld; (c) will equal or exceed Building standard (d) will be carried out only by persons selected by Tenant and approved in writing by Landlord, who will if required by Landlord deliver to Landlord before commencement of the work performance and payment bonds; (e) do not exceed or adversely affect the capacity, maintenance, operating cost or integrity of the Building's structure or any of its heating, ventilating, air conditioning, plumbing, mechanical, electrical, communications or other systems; (f) is approved by the holder of any Encumbrance if so required by the terms of said Encumbrance; (g) does not violate any agreement which affects the Building or binds Landlord of which Tenant is given notice; (h) does not alter the exterior of the Building in any way. Tenant will maintain, or will cause the persons performing any such conditions work to maintain, worker's compensation insurance and public liability and property damage insurance (with Landlord named as an additional insured), in amounts, with companies and in a form reasonably satisfactory to Landlord, which insurance will remain in effect during the entire period in which the work will be carried out. If requested by Landlord, Tenant will deliver to Landlord may deem appropriateproof of all such insurance. Tenant will promptly pay, when due, the cost of all such work and, upon completion, Tenant will deliver to Landlord, to the extent not previously received by Landlord, evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. Tenant shall submit complete sets pay the Construction Administration Fee on all Alterations. Tenant will also pay any increase in property taxes on, or fire or casualty insurance premiums for, the Building attributable to such Alterations and the cost of final plans any modifications to the Building outside the Premises that are required to be made in order to make the Alterations to the Premises. Tenant, at its expense, will have promptly prepared and specifications for all such alterations, additions or improvements submitted to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made at Tenant's sole cost and expense. Prior to the commencement reproducible as-built CAD plans of any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Tenant. Tenant shall secure all governmental permits, approvals or authorizations required for such workAlterations upon their completion. All alterationspermanent Alterations to the Premises, additions and improvements (including but not limited to all light fixtures and floor coverings but excluding any inventory, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlordmade or paid for by Landlord or Tenant will, without any obligation on the part of Landlord compensation to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in prior to the installation of such items. Tenantbecome Landlord's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Buildingproperty upon installation, subject to approval by Landlord and the City of Bellevue.Section 3.4

Alterations by Tenant. After completion of Premises Improvements, Tenant shall not make any subsequent alterations, additions or improvements in, on, in or to the Leased Premises Premises, other than interior work which does not affect the Building structure or systems and costs less than Five Thousand Dollars ($5,000) without the prior written consent of Landlord, which consent may be subject first submitting to such conditions as Landlord may deem appropriate. Tenant shall submit complete sets of final professionally-prepared plans and specifications for such work and obtaining Landlord's prior written approval thereof. Tenant covenants that it will cause all such alterations, additions or and improvements to Landlord for approval. Any such alterations, additions or improvements consented to by Landlord shall be made performed at Tenant's sole cost and expense. Prior expense by Landlord or a contractor approved by Landlord and in a manner which: (a) is consistent with the Landlord-approved plans and specifications and any conditions imposed by Landlord in connection therewith; (b) is in conformity with commercial standards; (c) includes acceptable insurance coverage for Landlord's benefit; (d) does not affect the structural integrity of the Building; (e) does not disrupt the business or operations of adjoining tenants; and (f) does not invalidate or otherwise affect the construction and systems warranties then in effect with respect to the commencement of Park. With respect to any such work, Tenant shall notify Landlord of the contractors that will be retained by Tenant to perform the work. Landlord shall have the right to approve or disapprove in advance any or all contractors to be retained by Tenant for such work. Landlord shall promptly be provided with complete “as built” drawings and specifications for all alterations, additions and improvements made by Landlord for Tenant, at Tenant's request, Tenant shall pay Landlord a supervision fee which shall be in an amount comparable to the fee a third party contractor would charge in connection with a comparable project. Tenant shall secure all governmental permitspermits and approvals, approvals or authorizations required for such workas well as comply with all other applicable governmental requirements and restrictions. All alterations, additions and improvements (expressly including but not limited to all light fixtures, heating, ventilation and air conditioning units and floor coverings), except trade fixtures and floor coverings but excluding any inventoryappliances and equipment not affixed to the Premises, furniture and similar personal property which does not become a part of the Leased Premises) shall immediately become the property of Landlord, Landlord without any obligation on the its part of Landlord to pay therefor, upon installation in the Leased Premises. Upon the expiration or sooner termination of the Lease Term, Tenant shall forthwith remove (at Tenant's sole cost and expense) all alterations, additions or improvements made by Tenant (except original leasehold improvements constructed as part of Premises Improvements) designated by Landlord to be removed and Tenant shall repair (at its sole cost and expense) any damage to the Leased Premises caused by such removal. Notwithstanding anything herein or elsewhere in this Lease to the contrary, Tenant shall remove all voice such improvements on the termination of this Lease and data cabling and other telecommunications equipment installed by Tenant, and shall restore the Leased Premises to the condition they were in which existed prior to the installation of such items. Tenant's obligations hereunder shall survive the expiration or termination of this Lease. Tenant shall be permitted to install card readers on the stairwell doors adjacent to floor 5 of the Bank of America Buildingimprovements, subject to approval unless otherwise directed by Landlord and at the City of Bellevuetime Landlord gives its consent thereto.