Common use of Alterations Liens Clause in Contracts

Alterations Liens. a. Tenant shall not redecorate, remodel or make any alterations, improvements or installations including placement of any signs (collectively, “Alterations”) in or to the Premises without the prior written consent of Landlord, which consent shall not be unreasonably withheld, except that Landlord’s consent may be withheld in Landlord’s sole and absolute discretion with respect to any proposed Alterations affecting: (i) the structural components of the Building (including, without limitation, the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to the Building); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In addition, Landlord shall have the right to withhold consent, in Landlord’s sole and absolute discretion, with respect to any proposed Alterations to the interior of the Premises which would be visible from the exterior of the Premises. b. Any Alterations consented to by Landlord shall be at the sole cost and expense of Tenant. Landlord shall have the right to approve Tenant’s contractors, not to be unreasonably withheld). On Tenant’s request, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part of the Alterations at the end of the Term as provided in Section 31(a) hereof. c. In the event that Landlord shall elect to permit Tenant to arrange and contract for the Alterations, then Tenant shall, before permitting commencement of the Alterations, furnish to Landlord for Landlord’s review and approval all necessary plans and specifications in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, and shall furnish indemnification in form and amount reasonably satisfactory to Landlord, against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the Alterations, and certificates of insurance in form and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterations. Tenant shall pay all actual costs and expenses relative to the Alterations and Landlord shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord to monitor the construction operations in connection with the Alterations and to restrict, as may reasonably be required, the passage of manpower and materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord or to other tenants of the Building or damage to the Property or the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering all labor and materials expended and used in connection with the Alterations. Whether or not Tenant shall furnish Landlord with all the foregoing, Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities of any kind and description which may arise out of or be connected in any way with any Alterations. Any Alterations performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance of the Alterations with all applicable Legal Requirements, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budget. Tenant shall pay to Landlord the costs of the Alterations including, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead in connection with Landlord’s performance of the Alterations shall a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.

Alterations Liens. a. Tenant shall not redecorate, remodel Not to make or make any alterations, improvements or installations including placement of any signs (collectively, “Alterations”) erect in or to the Leased Premises any installations, alterations, additions or partitions without submitting drawings and specifications to the Landlord and obtaining the Landlord's prior written consent of Landlordin each instance, which consent the Landlord shall not be unreasonably withheldwithhold, except that (and the Tenant must further obtain the Landlord’s 's prior written consent to any change or changes in such drawings and specifications submitted as aforesaid, subject to payment of the cost to the Landlord of having its architects approve of such changes, prior to proceeding with any work based on such drawings or specifications); such work may be withheld performed by contractors engaged by the Tenant but in each case only under written contract approved in writing by the Landlord and subject to all reasonable conditions which the Landlord may impose, provided nevertheless that the Landlord may at its option require that the Landlord’s sole and absolute discretion with respect to 's contractors be engaged for any proposed Alterations affecting: (i) mechanical or electrical work; without limiting the structural components generality of the Building (including, without limitation, the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to the Building); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In addition, Landlord shall have the right to withhold consent, in Landlord’s sole and absolute discretion, with respect to any proposed Alterations to the interior of the Premises which would be visible from the exterior of the Premises. b. Any Alterations consented to by Landlord shall be at the sole cost and expense of Tenant. Landlord shall have the right to approve Tenant’s contractors, not to be unreasonably withheld). On Tenant’s request, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part of the Alterations at the end of the Term as provided in Section 31(a) hereof. c. In the event that Landlord shall elect to permit Tenant to arrange and contract for the Alterations, then Tenant shall, before permitting commencement of the Alterations, furnish to Landlord for Landlord’s review and approval all necessary plans and specifications in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, and shall furnish indemnification in form and amount reasonably satisfactory to Landlord, against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the Alterations, and certificates of insurance in form and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterations. Tenant shall pay all actual costs and expenses relative to the Alterations and Landlord shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord to monitor the construction operations in connection with the Alterations and to restrict, as may reasonably be required, the passage of manpower and materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord or to other tenants of the Building or damage to the Property or the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering all labor and materials expended and used in connection with the Alterations. Whether or not Tenant shall furnish Landlord with all the foregoing, any work performed by or for the Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities shall be performed by competent workmen whose labour union affiliations are not incompatible with those of any kind and description which workmen who may arise out of be employed in the Building by the Landlord, its contractors or be connected in any way with any Alterations. Any Alterations performed by subcontractors; the Tenant shall comply with all submit to the Landlord’s insurance requirements 's reasonable supervision over construction and with all applicable Legal Requirements. promptly pay to the Landlord’s approval of plans and specifications 's or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval's contractors, as the contracting for all labor and materials required by the Alterationscase may be, compliance of the Alterations with all applicable Legal Requirements, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budget. Tenant shall pay to Landlord the costs of the Alterations including, without limitationwhen due, the cost of preparing all such work and of all materials, labour and services involved therein and of all decoration and all changes in the plans and specificationsBuilding, its equipment or services, necessitated thereby. The Tenant covenants that he will not suffer or permit during the Term hereof any Mechanics' or other liens for work, labour, services or materials, ordered by him or for the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as which he may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge in any way obligated to Tenant for Landlord’s overhead in connection with Landlord’s performance of the Alterations shall a sum equal attach to the amount Leased Premises or to the Building and that would be charged by a third party project manager for whenever and so often as any such work in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge liens shall attach or claims therefor shall be deemed filed the Tenant shall within twenty (20) days after the Tenant has notice of the claim for lien procure the discharge thereof by payment or by giving security or in such other manner as is or may be required or permitted by law. And the Tenant further covenants that whenever and so often as a certificate of action on Mechanics' lien is registered relating to be Additional Rent any of the liens referred to in the next preceding sentence, the Tenant shall within twenty (20) days after the Tenant has notice of the registration of such certificate of action have the same vacated. If the Tenant fails to discharge or vacate as aforesaid the Landlord may vacate or discharge same, and shall be any amounts paid by the Landlord in vacating or discharging as aforesaid shall immediately become payable by the Tenant as the Alterations are performedRent. THE TENANT SHALL BE PERMITTED TO MAKE NON-STRUCTURAL COSMETIC CHANGES TO THE LEASED PREMISES, upon being billed by LandlordSUCH AS PAINTING AND CARPETING WITHOUT FIRST OBTAINING THE LANDLORD'S CONSENT IF SUCH WORK IS VALUED AT LESS THAN FIVE THOUSAND DOLLARS ($5,000.00). e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.

Alterations Liens. a. (A) Tenant shall agrees not redecorateto make or suffer to be made any alteration, remodel addition or make any alterations, improvements improvement to or installations including placement of any signs (collectively, “Alterations”) in or to the Premises (hereinafter referred to as "Alterations"), or any part thereof, without the prior written consent of Landlord, which consent shall not be unreasonably withheldwithheld or delayed (except for "Minor Alterations," as hereinafter defined, except for which such consent shall not be required); provided, however, Tenant acknowledges that, by way of example and without limitation, it shall be reasonable for Landlord to withhold its consent to Alterations affecting the Building Structure, Core Areas, or Base Building Systems, or Alterations which require work to be performed in portions of the Real Property outside the Premises in order to comply with Applicable Laws. Further, in no event shall Tenant file any permit application that would change the designated uses in the Approval without Landlord’s consent may be withheld in Landlord’s sole and absolute discretion with respect to 's prior approval. Landlord shall approve or disapprove of any proposed Alterations affecting: within ten (i10) business days following Landlord's receipt of Tenant's request for approval, accompanied by detailed plans and specifications for the structural components proposed Alterations (if required hereunder). If Landlord shall fail to respond within said ten (10) business day period, Tenant may give Landlord a second notice which shall specify in capital letters that if Landlord fails to approve or disapprove of the proposed Alterations within five (5) business days after receipt of such second notice, Landlord shall be deemed to have approved the proposed Alterations. If Landlord then fails to approve or disapprove of the proposed Alterations within five (5) business days after Landlord's receipt of such second notice, Landlord shall be deemed to have approved the proposed Alterations. As a condition of its consent to Alterations hereunder, Landlord may impose any reasonable requirements that Landlord considers desirable, including a requirement that Tenant provide Landlord with a surety bond, a letter of credit, or other financial assurance that the cost of the Alterations will be paid when due. Landlord's approval shall not be required for Alterations which cost in the aggregate less than One Hundred Fifty Thousand Dollars ($150,000.00), provided that such Alterations do not affect or require work to be performed on the Building Structure, Core Areas or Base Building Systems or change the designated uses set forth in the Approval ("Minor Alterations"). Minor Alterations shall be subject to all of the other provisions of this Section 8, except as otherwise provided herein. Alterations made by Tenant, including without limitation any partitions (movable or otherwise) or carpeting, shall become a part of the Building (includingand belong to Landlord; provided, without limitationhowever, that equipment, trade fixtures and movable furniture shall remain the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to the Building); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In addition, Landlord shall have the right to withhold consent, in Landlord’s sole and absolute discretion, with respect to any proposed Alterations to the interior of the Premises which would be visible from the exterior of the Premises. b. Any Alterations consented to by Landlord shall be at the sole cost and expense property of Tenant. If Landlord consents to the making of any Alterations, the same shall have the right to approve be designed and constructed or installed by Tenant at Tenant’s contractors's expense (including expenses incurred in complying with Applicable Laws). All Alterations shall be performed only by contractors or mechanics approved by Landlord, which approval shall not to be unreasonably withheld). On Tenant’s request; provided, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part of the Alterations at the end of the Term as provided in Section 31(a) hereof. c. In the event however, that Landlord shall may, in its sole discretion, specify engineers, general contractors, subcontractors, and architects to perform work affecting the Building Structure, Core Areas, or Base Building Systems; or Landlord may elect to permit Tenant to arrange perform such work at Tenant's expense. All Alterations shall be made in accordance with complete and contract for the Alterationsdetailed architectural, then Tenant shall, before permitting commencement of the Alterations, furnish to Landlord for Landlord’s review mechanical and approval all necessary engineering plans and specifications approved in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, writing by Landlord (excluding Minor Alterations which do not require a building permit) and shall furnish indemnification be designed and diligently constructed in form a good and amount reasonably satisfactory workmanlike manner and in compliance with all Applicable Laws. No review by Landlord of such plans and specifications shall be deemed to Landlord, against create any and all claims, costs, damages, liabilities and expenses which may arise liability of any kind on the part of Landlord or to constitute a representation on the part of Landlord or any professional consulted by Landlord in connection with the Alterationssuch review and approval, that such plans and certificates specifications are accurate or correct, or comply with Applicable Laws. The construction of insurance any Alterations shall be performed in form accordance with Landlord's applicable rules, regulations and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterationsrequirements. Tenant shall pay all actual costs cause any Alterations to be made in such a manner and expenses relative to the Alterations and Landlord at such times so that any such work shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord to monitor the construction operations in connection not unreasonably disrupt or interfere with the Alterations and to restrict, as may reasonably be required, the passage use or occupancy of manpower and materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord or to other tenants or occupants of the Building Building. Under no circumstances shall Landlord be liable to Tenant for any damage, loss, cost or damage to the Property or the Premises. expense incurred by Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% on account of Tenant’s costs for the Alterations. Promptly following completion 's plans and specifications, Tenant's contractors or subcontractors, design of any work, or construction of any work. (B) Subsequent to obtaining Landlord's consent and prior to commencement of the Alterations, Tenant shall furnish deliver to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering all labor and materials expended and used (i) any building or other permit required by Applicable Laws in connection with the Alterations. Whether ; and (ii) a copy of the executed construction contract(s) In addition, Tenant shall require its general contractor to carry and maintain the following insurance (or not in the case of Minor Alterations, such lesser insurance requirements as Landlord shall reasonably prescribe) at no expense to Landlord, and Tenant shall furnish Landlord with all satisfactory evidence thereof prior to the foregoingcommencement of construction: (A) Commercial General Liability Insurance with limits of not less than $2,000,000 combined single limit for bodily injury and property damage, Tenant hereby agrees to indemnify, defend including personal injury and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities of any kind and description which may arise out of or be connected in any way with any Alterations. Any Alterations performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance of the Alterations with all applicable Legal Requirementsdeath, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the AlterationsContractor's Protective Liability, and Landlord shall Products and Completed Operations Coverage in an amount not contract less than $500,000 per incident, $1,000,000 in the aggregate; (B) Comprehensive automobile liability insurance with a policy limit of not less than $1,000,000 each accident for bodily injury and property damage, providing coverage at least as broad as the Insurance Services Office (ISO) Business Auto Coverage form covering Automobile Liability, code 1 "any Alterations until Tenant has approved the proposed budget. Tenant shall pay to Landlord the costs of the Alterations including, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterationsauto", and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead insuring against all loss in connection with Landlord’s performance the ownership, maintenance and operation of the Alterations shall a sum equal to the amount automotive equipment that would be charged by a third party project manager for such work in an amount equal to is owned, hired or non-owned; (C) Worker's Compensation with statutory limits and Employer's Liability Insurance with limits of not less than 2.5% $100,000 per accident, $500,000 aggregate disease coverage and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.$100,000 disease coverage per employee; and

Alterations Liens. a. Tenant shall not redecorate, remodel or make any alterations, improvements or installations including placement of any signs (collectively, “Alterations”) permit alterations in or to the Leased Premises without the Landlord's prior written consent of Landlord, (which consent shall not be unreasonably withheld, except that Landlord’s consent may be withheld in Landlord’s sole and absolute discretion with respect to any proposed Alterations affecting: (i) conditioned, or delayed so long as such alterations do not affect the structural components of Building's exterior or structure or adversely affect the Building (includingSystems), without limitation, and unless and until Landlord has approved the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to the Building); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas plans therefor in writing. As a condition of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In additionsuch approval, Landlord shall have the right to withhold consenthereby agrees that, in Landlord’s sole and absolute discretionupon written request by Tenant, with respect to any proposed Alterations to the interior of the Premises which would be visible from the exterior of the Premises. b. Any Alterations consented to by Landlord shall be at the sole cost and expense of Tenant. Landlord shall have the right to approve Tenant’s contractors, not to be unreasonably withheld). On Tenant’s requesttime that Tenant is contemplating alterations, Landlord will advise inform Tenant as to whether Landlord such proposed alterations will require be required to be removed by Tenant and the removal of any improvements that are part of the Alterations Premises restored at the end of the Term as provided in Section 31(a) hereof. c. In the event that Landlord Lease Term; otherwise, all such alterations shall elect to permit Tenant to arrange and contract for the Alterations, then Tenant shall, before permitting commencement at Landlord's option become a part of the Alterations, furnish to Landlord for realty and the property of Landlord’s review and approval all necessary plans and specifications in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, and shall furnish indemnification not be removed by Tenant. Tenant shall ensure that all alterations shall be made in form accordance with all applicable Laws, in a good and amount reasonably satisfactory workmanlike manner and of quality equal to or better than the original construction of the Building. Notwithstanding anything herein to the contrary, Tenant’s Property (defined below) shall at all times be and remain Tenant’s property and at any time Tenant may remove Tenant’s Property from the Leased Premises, provided that Tenant repairs all damage caused by such removal. Landlord shall have no lien or other interest in any item of Tenant’s Property; provided, however, that the foregoing shall not affect Landlord's rights under Section 2.03 of this Lease. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord's consent to the creation of any lien. If any lien is filed against any and the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing. Tenant shall indemnify Landlord from all claims, costs, damageslosses, liabilities expenses and expenses which may arise attorneys' fees in connection with the Alterations, any construction or alteration and certificates of insurance any related lien. With respect to any alterations in form and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterations. Tenant shall pay all actual costs and expenses relative to the Alterations and Landlord shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord Leased Premises made or proposed to monitor the construction operations in connection with the Alterations and to restrict, as may reasonably be required, the passage of manpower and materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord made by or to other tenants of the Building or damage to the Property or the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering all labor and materials expended and used in connection with the Alterations. Whether or not Tenant shall furnish Landlord with all the foregoing, Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities of any kind and description which may arise out of or be connected in any way with any Alterations. Any Alterations performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance of the Alterations with all applicable Legal Requirements, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budget. Tenant shall pay to reimburse Landlord the costs of the Alterations including, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead 's reasonable, actual, out-of-pocket costs and expenses actually incurred in connection with Landlord’s performance 's review of the Alterations shall a sum equal to the amount that would be charged by a third party project manager plans for such work or supervision of such work. Tenant agrees that at Landlord's option, Landlord or Landlord's contractor shall perform all work on any alterations to the Leased Premises and in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costssuch case shall receive a construction management fee in connection therewith. The Costs payable by Tenant to Landlord and Landlord’s charge therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.18 I\14399819.10

Alterations Liens. a. (A) Except for Landlord's Work, if any, Tenant shall accept the Premises in its present "AS IS" condition. (B) Tenant shall not redecorate, remodel make or make allow to be made any alterations, additions or improvements or installations including placement of any signs (collectively, “"Alterations”") in or to the Premises or any part thereof without the prior written consent of Landlord, which . If Landlord shall consent shall not be unreasonably withheld, except that Landlord’s consent may be withheld in Landlord’s sole and absolute discretion with respect to any proposed Alterations affecting: (i) the structural components of the Building (including, without limitation, the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to the Building); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In addition, Landlord shall have the right to withhold consent, in Landlord’s sole and absolute discretion, with respect to any proposed Alterations to the interior of the Premises Premises, such Alterations shall be subject to any terms, covenants, conditions and agreements which would be visible from the exterior of the Premises. b. Any Alterations consented to by Landlord may prescribe and shall be at Tenant's expense. Upon the sole cost Expiration Date or sooner termination of the Term, any Alterations to the Premises, excepting movable furniture and trade fixtures, shall become the property of Landlord and shall be surrendered with the Premises, unless Landlord shall direct Tenant to remove any such Alterations, in which event Tenant shall remove same at its expense and restore the Premises to the condition existing prior to such Alterations, normal wear and tear excepted. (C) Tenant shall keep the Premises and the Building free from any liens arising out of any work performed, materials furnished, or obligations incurred on behalf of Tenant. Landlord shall have the right to approve Tenant’s contractorsAt Landlord's option, not to be unreasonably withheld). On Tenant’s request, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part of the Alterations at the end of the Term as provided in Section 31(a) hereof. c. In the event that Landlord shall elect to permit Tenant to arrange and contract for the Alterations, then Tenant shall, before permitting commencement of the Alterations, furnish to Landlord for Landlord’s review and approval all necessary plans and specifications in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, and shall furnish indemnification in form and amount reasonably satisfactory to Landlord, against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the Alterations, and certificates of insurance in form and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterations. Tenant shall pay all actual costs and expenses relative to the Alterations and Landlord shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord to monitor the construction operations in connection with the Alterations and to restrictprovide, as may reasonably be required, the passage of manpower and materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord or to other tenants of the Building or damage to the Property or the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterationsat Tenant's expense, a sum equal to the amount that would be charged by a third party project manager for such work payment and performance and/or completion bond in an amount equal to not less than 2.5% one and not more than 10% one-half (1-1/2) times the estimated cost of any improvements, additions or alterations to the Premises to be made by Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering cause all labor and materials expended and used in connection with liens filed against the Alterations. Whether Premises or not Tenant shall furnish Landlord with all the foregoing, Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities Building by reason of any kind and description which may arise out of acts or be connected in any way with any Alterations. Any Alterations omissions performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenantthe same to be canceled and discharged of record by bond or otherwise within ten (10) days after the filing thereof. Should Tenant fail to discharge such lien within such ten (10) day period, Landlord may cure same, in which event Tenant shall assume full responsibility reimburse Landlord, on demand, as Additional Rent, for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance amount of the Alterations with all applicable Legal Requirements, and monitoring lien or the amount of the Alterations. Prior to contracting for any Alterations on behalf of Tenantbond, plus all administrative costs incurred by Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budgetin connection therewith. Tenant and any subtenants shall pay have no power to Landlord do any act or make any contract which may create or be the costs foundation of any lien, mortgage or other encumbrance upon the Alterations includingreversionary or other estate of Landlord, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead in connection with Landlord’s performance of the Alterations shall a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractorsinterest of Landlord in the Premises. NOTICE IS HEREBY GIVEN THAT LANDLORD IS NOT AND SHALL NOT BE LIABLE FOR ANY LABOR, subcontractorsSERVICES OR MATERIALS FURNISHED TO TENANT OR ANYONE HOLDING THE PREMISES, workmenAND THAT NO MECHANICS' OR OTHER LIENS FOR ANY SUCH LABOR, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liensSERVICES OR MATERIALS SHALL ATTACH TO OR AFFECT THE INTEREST OF LANDLORD IN AND TO THE PREMISES OR THE BUILDING.

Alterations Liens. a. (a) Tenant shall agrees not redecorateto make or suffer to be made any alteration, remodel addition or make any alterations, improvements improvement to or installations including placement of any signs the Premises (collectively, hereinafter referred to as “Alterations”) in ), or to the Premises any part thereof, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, except conditioned or delayed. Landlord consents to the installation by Tenant of a Building standard card reader system controlling the entrances to the fire stairways that connect the Premises located on the 10th and 11th floors, subject to the Landlord’s prior written consent may of the specifics related thereto (which consent Tenant is still required to obtain). Landlord also hereby consents, subject to its written consent of the specifics related thereto and drawn plans therefore (which consent Tenant is still required to obtain), to the construction and installation by Tenant of an internal staircase that connects the Premises located on the 10th and 11th floors as long as Tenant: (a) agrees in writing to Landlord to remove the staircase and to restore all space impacted thereby to its original condition prior to the addition of the staircase, and (b) provides Landlord with security (such as in the form of a Letter of Credit) in a form and in an amount as reasonably requested by Landlord to secure such removal and restoration obligation. Any such Alterations made by Tenant, including without limitation any partitions (movable or otherwise) or carpeting, as well as the Tenant Improvements, shall become a part of the Building and belong to Landlord upon the expiration or earlier termination of the Lease; provided, however, that equipment, trade fixtures and movable furniture (including furniture partition systems) shall remain the property of Tenant. If Landlord consents to the making of any Alterations, the same shall be withheld designed and constructed or installed by Tenant at its expense (including expenses incurred in complying with applicable laws, including laws relating to the handling and disposal of ACM). Tenant shall use a general contractor, subcontractors, engineers and architects which are on Landlord’s sole approved list of design and absolute discretion construction professionals, or are otherwise approved by Landlord (which approval shall not be unreasonably withheld or delayed). All Alterations shall be made in accordance with plans and specifications approved in writing by Landlord and shall be designed and constructed in compliance with all applicable codes, laws, ordinances, rules and regulations. The design and construction of any Alterations shall be performed in accordance with Landlord’s applicable rules, regulations and requirements, including the Asbestos Rules. Under no circumstances shall Landlord be liable to Tenant for any damage, loss, cost or expense incurred by Tenant or any other Claims arising out of Tenant’s plans and specifications, Tenant’s contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work, except to the extent Landlord would be liable therefor pursuant to the provisions of Paragraphs 15 or 16. Tenant shall pay to Landlord a fee in order to compensate Landlord for reviewing plans and monitoring the progress of the work in an amount equal to five percent (5%) of the total cost of such Alterations; provided, however, that no such fee that shall be chargeable with respect to the Tenant Improvements (as defined in the Work Letter). All sums due to such contractors, if paid by Landlord due to Tenant’s failure to pay such sums when due, shall bear interest payable to Landlord at the Interest Rate until fully paid. Upon the expiration or sooner termination of this Lease, Tenant, at its expense, shall promptly remove any proposed raised flooring and other Tenant’s Extra Improvements and all Alterations affecting: (i) the structural components of the Building (including, without limitation, the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors made by Tenant and windows, and/or lateral support designated by Landlord to be so removed and repair any damage to the Building)Premises caused by such removal; (ii) curtain walls provided, however, that Tenant shall not be required to remove any raised flooring or Tenant’s Extra Improvements not installed by Tenant, and windows; (iii) provided further that if Tenant so requests in writing at the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In additiontime Tenant requests Landlord’s approval for any Alteration, Landlord shall have advise Tenant in writing at the right time of Landlord’s approval whether, or which portion(s) of, the Alterations shall be designated for removal. Tenant shall use the general contractor designated by Landlord for such removal and repair, provided that such contractor is not imposing charges in excess of competitive charges then being imposed by other contractors for comparable work. In the alternative, Tenant may use another contractor that is approved in writing in advance by Landlord (which approval shall not be unreasonably withheld or delayed). (b) Tenant agrees to withhold consentkeep the Premises and the Real Property free from any liens arising out of any work performed, materials furnished or obligations incurred by Tenant. Tenant shall promptly and fully pay and discharge all claims on which any such lien could be based. In the event that Tenant does not, within ten (10) days following Tenant’s receipt of notice of recording of notice of any such lien, cause the same to be released of record, Landlord shall have, in Landlord’s sole addition to all other remedies provided herein and absolute discretionby law, the right, but not the obligation, to cause the same to be released by such means as it shall deem proper, including payment of the claim giving rise to such lien. All sums paid by Landlord for such purpose, and all expenses incurred by it in connection therewith, shall be payable to Landlord by Tenant, as Additional Rent, on demand, together with respect to any proposed Alterations interest at the Interest Rate from the date such expenses are incurred by Landlord to the interior date of the Premises which would be visible from the exterior of the Premises. b. Any Alterations consented payment thereof by Tenant to by Landlord shall be at the sole cost and expense of TenantLandlord. Landlord shall have the right at all times to approve Tenant’s contractorspost and keep posted on the Premises any notices permitted or required by law, not to be unreasonably withheld). On Tenant’s request, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part of the Alterations at the end of the Term as provided in Section 31(a) hereof. c. In the event that or which Landlord shall elect to permit Tenant to arrange and contract deem proper for the Alterations, then Tenant shall, before permitting commencement protection of the Alterations, furnish to Landlord for Landlord’s review and approval all necessary plans and specifications in reasonable detail, names and addresses of proposed contractors, copies of contracts, and necessary permits, and shall furnish indemnification in form and amount reasonably satisfactory to Landlord, against any the Premises, the Building, or the Real Property, from mechanic’s and all claims, costs, damages, liabilities materialmen’s and expenses which may arise in connection with the Alterations, and certificates of insurance in form and amount reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected in any way with the Alterationslike liens. Tenant shall pay all actual costs and expenses relative to give Landlord at least ten (10) days’ prior written notice of the Alterations and Landlord shall supply supporting documentation for such costs and expenses upon request. Tenant shall permit Landlord to monitor date of commencement of any construction on the construction operations in connection with the Alterations and to restrict, as may reasonably be required, the passage of manpower and materials and the conducting of construction activity Premises in order to avoid unreasonable disruption to Landlord or to other tenants permit the posting of the Building or damage to the Property or the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full and final waivers of lien and receipted bills covering all labor and materials expended and used in connection with the Alterations. Whether or not Tenant shall furnish Landlord with all the foregoing, Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities of any kind and description which may arise out of or be connected in any way with any Alterations. Any Alterations performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterationsnotices. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance of the Alterations with all applicable Legal Requirements, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budget. Tenant shall pay to Landlord the costs of the Alterations including, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead in connection with Landlord’s performance of the Alterations shall a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof for materials or labor performed by any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.

Alterations Liens. a. The obligations of Landlord and Tenant to perform work and supply necessary materials and labor to prepare the Premises for occupancy are set forth in the Tenant Improvement Agreement attached hereto as Exhibit "B" and incorporated herein. Landlord and Tenant shall respectively expend such funds and do all acts required of each of them in the Tenant Improvement Agreement. Other than the matters specified in the Tenant Improvement Agreement, Tenant shall not redecorate, remodel or make any alterations, additions or improvements or installations including placement of any signs (collectively, “Alterations”) in or to the Premises Premises, nor install or attach fixtures in or to the Premises, without the prior written consent of Landlord, which consent shall not be unreasonably withheldwithheld or denied; provided, except however, that Landlord’s consent may be withheld in Landlord’s sole and absolute discretion with respect to any proposed Alterations affecting: (i) alterations, additions or improvements which affect the structural components structure of the Building (includingBuilding, without limitation, the roof or roofing system, exterior walls, bearing walls, support beams, foundations, columns, exterior doors and windows, and/or lateral support to materially adversely affect any of the Building's systems (e.g., mechanical, electrical or plumbing); (ii) curtain walls and windows; (iii) the base building plumbing supply system and fire/life safety systems; (vi) the base building heating, ventilation and air conditioning systems; (vii) the base building electrical and mechanical lines, equipment and systems, including, without limitation, elevators; (viii) the parking facility, (ix) the common areas of the Property and Building, including, without limitation, their lighting systems, walkways, shrubbery, lawn and landscaping; and (x) the exterior glass. In addition, Landlord shall have the right to withhold consent, in Landlord’s sole and absolute discretion, with respect to any proposed Alterations to the interior of the Premises which would be are visible from the exterior of the Premises. b. Any Alterations consented Building, or do not comply with all laws, orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, such consent shall be in Landlord's sole and absolute discretion. Notwithstanding the foregoing, Landlord's consent shall not be required (but prior notice from Tenant to by Landlord shall be at required) for any proposed minor, interior, non-structural alteration, addition or improvement which does not affect the sole structure of the Building, does not materially adversely affect any of the Building's systems (e.g., mechanical, electrical or plumbing), does not require the use of materials, finishes or installations other than Building standard items, is not visible from the common areas or exterior of the Building, is in full compliance with all laws, orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, and does not exceed Fifty Thousand Dollars ($50,000.00) in cost and expense of Tenantin the aggregate in each instance. Notwithstanding the foregoing, no such prior notice to Landlord shall have be required for any painting, carpeting and/or purely decorative changes made to the right to approve Tenant’s contractors, not to be unreasonably withheld). On Tenant’s request, Landlord will advise Tenant whether Landlord will require the removal of any improvements that are part interior of the Alterations at the end Premises, regardless of the Term as provided cost thereof. All alterations, additions or improvements made, installed in Section 31(a) hereof. c. In or attached to the event that Landlord Premises by Tenant, upon the consent specified above, shall elect to permit Tenant to arrange be made at Tenant's expense in a good and contract for workmanlike manner, in accordance with the Alterations, then Tenant shall, before permitting commencement of the Alterations, furnish to Landlord for Landlord’s review and approval all necessary plans and specifications in reasonable detailprepared for Tenant by a registered architect and approved by Landlord, names all applicable laws, ordinances, regulations and addresses other requirements of proposed contractors, copies of contractsany appropriate governmental authority, and necessary permitsany applicable covenants or other restrictions prior to the commencement of any work permitted in accordance with this Section, and Tenant shall furnish indemnification in form and amount reasonably satisfactory deliver to Landlord, against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the Alterations, and certificates Landlord a certificate of insurance in form and amount favor of Landlord from the contractor or contractors which will perform the work certifying that insurance coverage reasonably satisfactory to Landlord from all contractors performing labor or providing materials, insuring Landlord against any and all liabilities which may arise out of or be connected is in any way with the Alterationseffect. Tenant shall pay keep the Premises free from all actual costs and expenses relative liens, rights to the Alterations and Landlord shall supply supporting documentation liens or claims of liens of contractors, subcontractors, mechanics or materialmen for such costs and expenses upon request. Tenant shall permit Landlord to monitor the construction operations in connection with the Alterations and to restrict, as may reasonably be required, the passage of manpower and work done or materials and the conducting of construction activity in order to avoid unreasonable disruption to Landlord or to other tenants of the Building or damage furnished to the Property or at the Premises. Tenant shall pay to Landlord, for Landlord’s overhead in connection with monitoring the Alterations, a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% request of Tenant’s costs for the Alterations. Promptly following completion of the Alterations, Tenant shall furnish to Landlord contractors’ affidavits, full ; whenever and final waivers of lien and receipted bills covering all labor and materials expended and used in connection with the Alterations. Whether or not Tenant shall furnish Landlord with all the foregoing, Tenant hereby agrees to indemnify, defend and hold harmless Landlord from any and all claims, losses, costs, damages, expenses, or liabilities of any kind and description which may arise out of or be connected in any way with any Alterations. Any Alterations performed by Tenant shall comply with all Landlord’s insurance requirements and with all applicable Legal Requirements. Landlord’s approval of plans and specifications or supervision of construction operations, if any, shall not imply Landlord’s acknowledgment, opinion or belief that the Alterations complies with so often as any such applicable Legal Requirements, nor relieve Tenant from any responsibility hereinabove imposed. Following the completion of the Alterations, Tenant lien shall also provide Landlord with “as-built” drawings showing in detail the full extent and nature of the Alterations. d. In the event that Landlord shall elect to directly arrange and contract for the Alterations on behalf of Tenant, Landlord shall assume full responsibility for the preparation of plans and specifications for the Alterations for the Tenant’s approval, the contracting for all labor and materials required by the Alterations, compliance of the Alterations with all applicable Legal Requirements, and monitoring of the Alterations. Prior to contracting for any Alterations on behalf of Tenant, Landlord shall prepare for Tenant’s approval a budget of the anticipated cost of the Alterations, and Landlord shall not contract for any Alterations until Tenant has approved the proposed budget. Tenant shall pay to Landlord the costs of the Alterations including, without limitation, the cost of preparing the plans and specifications, the cost of permits, fees, labor and materials required to complete the Alterations, and the cost, if any, to repair and/or redecorate the Premises as may be necessitated by the Alterations (collectively, “Costs”). Landlord’s charge to Tenant for Landlord’s overhead in connection with Landlord’s performance of the Alterations shall a sum equal to the amount that would be charged by a third party project manager for such work in an amount equal to not less than 2.5% and not more than 10% of the total substantiated Costs. The Costs payable by Tenant to Landlord and Landlord’s charge attach or claims therefor shall be deemed to be Additional Rent and shall be paid by Tenant as the Alterations are performed, upon being billed by Landlord. e. Tenant, promptly following receipt of notice thereof, shall remove or bond over any lien or claim of lien filed against the Property or any part thereof as a result of work done or materials furnished to the Property at the request of Tenant, Tenant shall, within thirty (30) days after Tenant has notice of the claim for materials lien, cause the same to be discharged of record, which discharge may be accomplished by payment, deposit or labor performed by bonding proceedings. If Tenant shall fail to cause such lien to be discharged within the period aforesaid, then, Tenant shall be in default of its obligations hereunder and, in addition to any contractors, subcontractors, workmen, or suppliers engaged directly or indirectly by Tenant and Tenant hereby agrees to indemnify, defend and hold harmless Landlord from and against any and all claims, losses, costs, damages, expenses, or liabilities including, but not limited to, reasonable attorneys’ fees, arising from claims or liens, or Tenant’s failure to promptly remove any such claims or liens.other right or