Common use of Alterations or Improvements Clause in Contracts

Alterations or Improvements. Tenant shall not make or permit alterations of or upon any part of the Premises or additions to the Premises, including Tenant’s initial alterations to the Premises (collectively, “Alterations”) without first obtaining the written consent of Landlord, which consent shall not be unreasonably withheld. Tenant shall at its sole expense and cost, ensure that all Alterations shall be made in accordance with all applicable laws, rules, codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings therefor. Tenant shall promptly pay all costs attributable to such Alterations (including, without limitation, Landlord’s reasonable costs of reviewing plans and materials submitted to Landlord for approval) and shall promptly repair any damage to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations shall remain for the benefit of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or a portion of the Alterations made by Tenant and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien.

Alterations or Improvements. During the Term, Tenant shall have the right to make such alterations, additions or improvements to the Premises (“Improvements”) as deemed necessary or desirable by Tenant, provided that such Improvements are constructed in accordance with the terms and conditions of this subsection (d); provided, however, Tenant shall not make any Improvements of a structural nature without obtaining Landlord’s prior written consent. At the time Tenant desires to make any Improvements with a cost in excess of Ten Thousand and no/100 Dollars ($10,000.00), Tenant shall submit (i) a general plan or permit alterations layout to Landlord for Landlord’s review; (ii) an indication of or upon any part of the Premises or additions Structural Improvements which require Landlord’s consent; and (iii) an express written notice that Landlord must notify Tenant within twenty (20) days if Landlord will require Tenant to remove such Improvements prior to the PremisesExpiration Date. Within fifteen (15) days following receipt of such plan and notice, including Tenant’s initial alterations Landlord shall notify Tenant in writing if Landlord objects to any such Improvements, in which case Tenant may not proceed, and/or if Landlord will require Tenant to remove such Improvements prior to the Premises Expiration Date (collectively, “AlterationsRemoval Notice”) without first obtaining the written consent of Landlord, which consent shall not be unreasonably withheld). Tenant shall at its sole expense and cost, ensure that all Alterations not have the right to make any Improvements to or on the common areas of the Project. All Improvements shall be made in accordance compliance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings thereforPremises. Tenant shall promptly pay all costs attributable to such Alterations (includingImprovements and shall indemnify, without limitation, Landlorddefend and hold harmless Landlord from and against any mechanic’s reasonable liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be incurred as a result of reviewing plans and materials submitted building code violations attributable to Landlord for approval) and such work. Tenant shall promptly repair any damage to the PremisesPremises or the Project caused during the construction of such Improvements. Landlord shall give proper notice to Tenant of any possible claim with respect to which Tenant’s obligation to indemnify, Building or Common Areas caused defend and hold harmless Landlord may apply and Tenant shall have the right to defend any such claim with counsel of Tenant’s choosing reasonably acceptable to Landlord. All Improvements made by or resulting from such Alterations. Any such Alterations Tenant to the Premises during the Term shall remain for the benefit property of Tenant and Tenant shall be entitled to all depreciation and amortization of costs in connection therewith. All property taxes attributable to such Improvements will be paid by Tenant and not included in Building Expenses. Prior to surrender of the Premises to Landlord, provided, however, that Tenant shall remove any Improvements identified by Landlord may elect at for removal in the time Landlord grants its approval of any Alterations to be made by Tenant, to require that TenantRemoval Notice and, at its expense, remove Landlord’s request provided at least fifteen (15) days prior to the expiration Expiration Date or earlier termination of this Lease all or a portion of the Alterations made Lease, such other Improvements constructed by Tenant and repair any during the Term which were not submitted to Landlord for its prior review. Any damage caused by such removal. removal shall be repaired at Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) yearcost and expense. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition preceding to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Buildingcontrary, Tenant shall submit have no obligation to Landlordremove any Improvements that existed on the Commencement Date, or any Improvements that Tenant installed during the Term and which Landlord did not identify for removal following Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies review of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event Tenant so fails to remove any lien Improvements that Tenant is filed against obligated to remove, Landlord may have same removed and the Premises, or any part thereof, for work claimed to have been done for or material claimed to have been furnished to Premises so repaired at Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien’s expense.

Alterations or Improvements. Except for alterations, additions or improvements that (i) cost less than $25,000.00 in the aggregate, (ii) are non-structural in nature, (iii) do not require a building permit and (iv) do not adversely affect the Building Systems, Tenant shall not make make, nor permit to be made, alterations or permit alterations of or upon any part of the Premises or additions improvements to the Premises, including Tenant’s initial alterations to unless Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of Landlord, Landlord thereto which consent approval shall not be unreasonably withheld, conditioned or delayed. If Landlord permits Tenant to make any such alterations or improvements, Tenant shall at its sole expense and cost, ensure that all Alterations shall be made make the same in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, Building and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement , including without limitation the provision by Tenant to Landlord with security for the payment of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish all costs to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request incurred in connection with such work, requirements as to the Alterations. manner in which and the times at which such work shall be done and the contractor or subcontractors to be selected to perform such work and the posting and re-posting of notices of Landlord’s consent to any such Alterations shall create no non-responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings thereformechanics’ liens. Tenant shall promptly pay all costs attributable to such Alterations (including, without limitation, Landlord’s reasonable alterations and improvements and shall release or cause to be bonded off any mechanics’ liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be incurred as a result of reviewing plans and materials submitted building code violations attributable to Landlord for approval) and such work. Tenant shall promptly repair any damage to the Premises or the Building caused by any such alterations or improvements. Any alterations or improvements to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations except movable office furniture and equipment and trade fixtures (including any of Tenant’s manufacturing equipment), shall, at Landlord’s election, either (i) become a part of the realty and the property of Landlord and shall remain for the benefit of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to not be made removed by Tenant, to require that Tenantor, at its expense, remove at the expiration or earlier termination of this Lease all or a portion of the Alterations made by Tenant and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 prior written notice to Tenant, be removed by bonding Tenant upon the expiration or as provided or required by law or in sooner termination hereof and any other lawful mannerdamage caused thereby repaired at Tenant’s cost and expense. In the event Tenant shall indemnify so fails to remove same, Landlord may have same removed and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien.the Premises so repaired at Tenant’s expense. COMMERCIAL LEASE

Alterations or Improvements. Tenant shall not make make, nor permit to be made, alterations or permit alterations of or upon any part of the Premises or additions improvements to the Premises, including Tenant’s initial alterations to unless Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of LandlordLandlord thereto. If Landlord permits Tenant to make any such alterations or improvements, which consent shall not be unreasonably withheld. Tenant shall at its sole expense and cost, ensure that all Alterations shall be made make the same in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, Building and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement , including without limitation the provision by Tenant to Landlord with security for the payment of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish all costs to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request incurred in connection with such work, requirements as to the Alterationsmanner in which and the times at which such work shall be done and the contractor or subcontractors to be selected to perform such work and the posting and. re-posting of notices of Landlord’s consent to any such Alterations shall create no non-responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings thereformechanics’ liens. Tenant shall promptly pay all costs attributable to such Alterations (includingalterations and improvements and shall indemnify, without limitation, Landlord’s reasonable defend and hold harmless Landlord from and 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 incurred as a result of reviewing plans and materials submitted building code violations attributable to Landlord for approval) and such work. Tenant shall promptly repair any damage to the Premises or the Building caused by any such alterations or improvements. Any alterations or improvements to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations shall remain for except movable office furniture and equipment and trade fixtures, shall, at Landlord’s election, either (i) become a part of the benefit realty and the property of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to -and shall not be made removed by Tenant, to require that Tenant, at its expense, remove at or (ii) be removed by Tenant upon the expiration or earlier sooner termination of this Lease all or a portion of the Alterations made by Tenant hereof and repair any damage caused by such removal. thereby repaired at Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, cost and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lienexpense. In the event any lien is filed against Tenant so fails to remove same, Landlord may have same removed and the Premises so repaired at Tenant’s expense. At Landlord’s election, Landlord and Landlord’s architect, engineers or contractors shall have the right to supervise all construction operations within the Premises, or any part thereof, for work claimed to have been done for or material claimed to have been furnished to Tenant, and Tenant shall cause promptly pay Landlord the cost of such lien to be discharged of record within thirty (30) days after filing by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such liensupervision.

Alterations or Improvements. Tenant ACEMS shall not make make, or permit to be made, any alterations of or upon any part of the Premises or additions to the Premises, including Tenant’s initial alterations improvements to the Premises (collectivelyincluding, “Alterations”) without first obtaining limitation, telecommunications, data transmission and other wiring), unless ACEMS obtains the prior written consent of Landlord, which consent shall not be unreasonably withheldMeridian. Tenant shall at its sole expense Any and cost, ensure that all Alterations alterations or improvements shall be made in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord Meridian considers reasonably necessary or desirable, as set forth in writing. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings therefor. Tenant ACEMS shall promptly pay all costs attributable to such Alterations (includingalterations and improvements and shall indemnify Meridian 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 incurred as a result of building code violations, without limitation, Landlord’s reasonable costs of reviewing plans and materials submitted attributable to Landlord for approval) and such work. ACEMS shall promptly repair any damage to the Premises caused by any such alterations or improvements. Any alterations or improvements to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations except movable furniture and equipment and trade fixtures, shall remain for the benefit of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or become a portion part of the Alterations made by Tenant realty and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination property of this Lease for a period of one (1) year. Notwithstanding the foregoingMeridian, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval and shall not be unreasonably withheldremoved by ACEMS, delayed or deniedunless Meridian requires that they be removed by ACEMS, copies of the contractsin which case, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as ACEMS shall be reasonably satisfactory required to Landlord; (ii) all restore the Premises to their condition prior to such Alterations alteration or improvement, normal wear and tear excepted. ACEMS shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) deemed to have abandoned any improvements, furnishings and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be equipment that it is entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished remove but which it fails to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 remove within thirty (30) days after filing by bonding of the expiration or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expensestermination of this Agreement, and attorneysupon abandonment, fees such property shall be the property of Meridian. ACEMS shall not make any changes or alterations to the Premises and/or the passageways, pedestrian walkways, sidewalks and parking at Station Eight which would have the effect of making the improvements in connection and near the building cease to be in compliance with the AMERICANS WITH DISABILITIES ACT OF 1990, Public Law No. 101-336, 42 USC 12101 et. seq. as it may be amended from time to time (the "ADA"). ACEMS shall not enter into any change of use of the Premises, whether approved by Meridian or not, if such change in use would result in increased liability of Meridian under the ADA, or any shifting of liability between ACEMS and Meridian as a result of any such lienchange of use.

Alterations or Improvements. During the Term, Tenant shall have the right to make such alterations, additions or improvements to the Premises ("Improvements") as deemed necessary or desirable by Tenant, provided that such Improvements are constructed in accordance with the terms and conditions of this subSection (d); provided, however, Tenant shall not make any Improvements of a structural nature without obtaining Landlord's prior written consent. At the time Tenant desires to make any Improvements with a cost in excess of Ten Thousand and no/100 Dollars ($10,000.00), Tenant shall submit (i) a general plan or permit alterations layout to Landlord for Landlord's review ; (ii) an indication of or upon any part of the Premises or additions Structural Improvements which require Landlord' s consent; and (iii) an express written notice that Landlord must notify Tenant within twenty (20) days if Landlord will require Tenant to remove such Improvements prior to the PremisesExpiration Date. Within fifteen (15) days following receipt of such plan and notice, including Tenant’s initial alterations Landlord shall notify Tenant in writing if Landlord objects to any such Improvements, in which case Tenant may not proceed, and/or if Landlord will require Tenant to remove such Improvements prior to the Premises Expiration Date (collectively, “Alterations”) without first obtaining the written consent of Landlord, which consent shall not be unreasonably withheld"Removal Notice"). Tenant shall at its sole expense and cost, ensure that all Alterations not have the right to make any Improvements to or on the common areas of the Project. All Improvements shall be made in accordance compliance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings thereforPremises. Tenant shall promptly pay all costs attributable to such Alterations (includingImprovements and shall indemnify, without limitation, Landlord’s reasonable defend and hold harmless Landlord from and against any mechanic's liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be incurred as a result of reviewing plans and materials submitted building code violations attributable to Landlord for approval) and such work. Tenant shall promptly repair any damage to the PremisesPremises or the Project caused during the construction of such Improvements. Landlord shall give proper notice to Tenant of any possible claim with respect to which Tenant's obligation to indemnify, Building or Common Areas caused defend and hold harmless Landlord may apply and Tenant shall have the right to defend any such claim with counsel of Tenant's choosing reasonably acceptable to Landlord. All Improvements made by or resulting from such Alterations. Any such Alterations Tenant to the Premises during the Term shall remain for the benefit property of Tenant and Tenant shall be entitled to all depreciation and amortization of costs in connection therewith. All property taxes attributable to such Improvements will be paid by Tenant and not included in Building Expenses. Prior to surrender of the Premises to Landlord, provided, however, that Tenant shall remove any Improvements identified by Landlord may elect at for removal in the time Landlord grants its approval of any Alterations to be made by Tenant, to require that TenantRemoval Notice and, at its expense, remove Landlord's request provided at least fifteen (15) days prior to the expiration Expiration Date or earlier termination of this Lease all or a portion of the Alterations made Lease, such other Improvements constructed by Tenant and repair any during the Term which were not submitted to Landlord for its prior review. Any damage caused by such removal. removal shall be repaired at Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year's cost and expense. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition preceding to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Buildingcontrary, Tenant shall submit have no obligation to remove any Improvements that existed on the Commencement Date, or any Improvements that Tenant installed during the Term and which Landlord did not identify for removal following Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies 's review of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event Tenant so fails to remove any lien Improvements that Tenant is filed against obligated to remove, Landlord may have same removed and the Premises, or any part thereof, for work claimed to have been done for or material claimed to have been furnished to Premises so repaired at Tenant, Tenant shall cause such lien to be discharged of record within thirty (30) days after filing by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien's expense.

Alterations or Improvements. From and after the Commencement Date, Tenant shall not make may make, or may permit to be made, alterations of or upon any part of the Premises or additions improvements to the Premises, including Tenant’s initial alterations to but only if Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of LandlordLandlord thereto (except as hereinafter provided). Landlord agrees not to withhold or delay its consent unreasonably to any alterations, additions or improvements by Tenant which consent (i) do not affect base building systems or the structure of the Building or (ii) are not visible from the outside the Premises and which would not materially detract from the aesthetic integrity of the Building or its design. Landlord shall not be deemed to have acted unreasonably withheldif it withholds its consent because, in Landlord’s opinion, such work: could affect the safety of the Building or its occupants; would increase Landlord’s cost of repairs, insurance or furnishing services or otherwise adversely Landlord’s ability to efficiently operate the Building or furnish services to Tenant or other tenants; involves toxic or Hazardous Materials (hereinafter defined); requires entry into another tenant’s premises or use of Common Areas; or is prohibited by any mortgage on the Building. The foregoing reasons, however, shall not be exclusive of the reasons for which Landlord may withhold consent, whether or not such other reasons are similar or dissimilar to the foregoing. Specific consent from Landlord shall not be required for work not costing more than $50,000 each project and consisting solely of painting, wall covering and carpeting or similar decorating work or furnishings (so long as such work does not involve Hazardous Materials, and does not fall within category (i) or (ii) above) and Tenant may perform such work, so long as Tenant informs Landlord in reasonable detail of the nature of the work, and otherwise complies with the provisions of this Section 6.3. If Tenant makes any alterations or improvements, Tenant shall at its sole expense and cost, ensure that all Alterations shall be made (a) make the same in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and manner, in quality at least equal to or better than the original construction of the Premises or Building, Building and Tenant shall comply in accordance with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed an architect or engineer reasonably acceptable to Landlord which plans and specifications shall first be approved by Landlord, which approval shall not be unreasonably withheld, delayed withheld or denieddelayed, and (b) comply with such other documentation requirements as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility considers necessary or liability on the part of Landlord desirable for the completenesssafety, designoperation and quality of the Building and its occupants and to protect Landlord, sufficiencyTenant and others from liability or liens, including without limitation requirements as to the manner in which and the times at which such work shall be done and the contractor or compliance with laws, rules, codes, ordinances, or regulations of subcontractors to be selected to perform such Alterations or the plans, specifications or working drawings thereforwork. Tenant shall promptly pay all costs attributable to such Alterations alterations and improvements and shall indemnify, defend and hold Landlord harmless from and against all loss, cost, damage or expense (including, without limitation, Landlord’s reasonable attorneys’ fees) arising out of or in connection with such alterations and improvements, including, without limitation, costs of reviewing plans and materials submitted expenses from any mechanics’ liens or other liens or claims filed or asserted as a result thereof (subject to Landlord for approvalArticle 9 hereof) and costs and expenses which may be incurred as a result of building code violations attributable to such work. Tenant shall promptly repair repair, at Tenant’s expense, any damage to the Premises, Premises or the Building or Common Areas caused by any such alterations or resulting from such Alterationsimprovements. Any such Alterations All permanently affixed alterations, improvements and fixtures (except trade fixtures) installed by Tenant shall remain for be surrendered with the benefit of LandlordPremises and, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at upon the expiration or earlier termination of this Lease all or a portion Tenant’s possession, shall become Landlord’s property without compensation to Tenant, except that, at Landlord’s option (except as hereinafter provided), Tenant shall, at its expense when surrendering the Premises or on the termination of the Alterations made term of this Lease or the termination of Tenant’s right of possession, remove from the Premises and the Building such alterations, improvements and fixtures installed in the Premises by Tenant and repair any damage caused paid for by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) yearTenant as may be designated by Landlord. Notwithstanding the foregoing, during each Lease Year in no event shall Tenant shall be permitted obligated to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consentremove any alterations, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations improvements or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance fixtures (including, without limitation, Workmenany raised floors) installed in the Premises by or on behalf of Tenant’s Compensationpredecessor as occupant of the Premises. At the time of Tenant’s request for Landlord’s approval of any alterations, comprehensive general liability improvements or additions under this Section 6.3, Landlord shall, at Tenant’s request, identify any work shown on plans and adequacy specifications which Landlord may wish to require be removed at the end of design insurance) the Term. Landlord shall notify Tenant, without the necessity of any additional request from Tenant, at the time Landlord approves the work to be performed in the Premises by Tenant as described in Section 2.2B, Exhibit G and instruments Exhibit H attached hereto, as to whether any of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as work shall be reasonably satisfactory required to be removed at the end of the Term. Furthermore, Landlord agrees that it shall not require Tenant to remove any alterations or improvements from the Premises unless such alterations or improvements are not typically found in offices or would add to Landlord; (ii) all such Alterations shall be done only by contractors ’s demolition cost upon the expiration or mechanics approved by Landlord (which approval shall termination of this Lease, including, without limitation, vaults, internal stairs and raised floors. Tenant may not be unreasonably withheld) otherwise remove any other alterations and at such time additions from the Premises. Each and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and every removal shall be done in a good and workmanlike manner manner, and with upon such removal Tenant shall restore the use Premises to good condition. If Tenant does not remove such alterations, improvements and fixtures after request to do so by Landlord, Landlord may remove the same and restore the Premises, and Tenant shall pay the cost of good grades such removal and restoration to Landlord within thirty (30) days following receipt of materialswritten demand therefor. Tenant shall indemnify also remove its furniture, equipment, trade fixtures and save harmless Landlord all other items of personal property from all costs, loss or expense in connection with Alterations, unless caused by or due the Premises prior to the negligence end of the Term or willful misconduct any extension thereof, or of the termination of the right of possession, however ended; and if Tenant does not remove such items within five (5) business days after receipt of written notice from Landlord, its agents Tenant shall be conclusively presumed to have conveyed the same to Landlord under this Lease as a xxxx of sale without further payment or employees occurring within credit by Landlord to Tenant, or at Landlord’s sole option Landlord may cause the scope of their respective employments without negligence on items covered in this sentence to be removed and stored at the part risk and cost of Tenant. No person Tenant shall pay to Landlord, upon demand, any and all reasonable expenses incurred in such removal and all reasonable storage charges for such property so long as the same shall be entitled to any lien directly or indirectly derived through in Landlord’s possession or under Tenant or through or by virtue of any act or omission Landlord’s control. Any such property of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to not removed from the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent retaken from storage by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 the end of the Term, however terminated or any extension thereof, at Landlord’s sole option, shall be conclusively deemed to have been forever abandoned by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lienTenant.

Alterations or Improvements. Tenant shall not make make, nor permit to be made, alterations or permit alterations of or upon any part of the Premises or additions improvements to the Premises, including Tenant’s initial alterations to unless Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of LandlordLandlord thereto. If Landlord permits Tenant to make any such alterations or improvements, which consent shall not be unreasonably withheld. Tenant shall at its sole expense and cost, ensure that all Alterations shall be made make the same in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, Project and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement , including without limitation the provision by Tenant to Landlord with security for the payment of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish all costs to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request incurred in connection with such work, requirements as to the Alterations. manner in which and the times at which such work shall be done and the contractor or subcontractors to be selected to perform such work and the posting and re-posting of notices of Landlord’s consent to any such Alterations shall create no 's non-responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings thereformechanics' liens. Tenant shall promptly pay all costs attributable to such Alterations (includingalterations and improvements and shall indemnify, without limitation, Landlord’s reasonable defend and hold harmless Landlord from and against any mechanic's liens or other liens or claims filed or asserted as a result thereof and against any costs or expenses which may be incurred as a result of reviewing plans and materials submitted building code violations attributable to Landlord for approval) and such work. Tenant shall promptly repair any damage to the Premises or the Project caused by any such alterations or improvements. Any alterations or improvements to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations except movable office furniture and equipment and trade fixtures, shall remain for at Landlord's election, either (i) become a part of the benefit realty and the property of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to and shall not be made removed by Tenant, to require that Tenant, at its expense, remove at or (ii) be removed by Tenant upon the expiration or earlier sooner termination of this Lease all or a portion of the Alterations made by Tenant hereof and repair any damage caused by such removal. thereby repaired at Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, 's cost and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lienexpense. In the event any lien is filed against Tenant so fails to remove same, Landlord may have same removed and the Premises so repaired at Tenant's expense. At Landlord's election, Landlord and Landlord's architect, engineers or contractors shall have the right to supervise all construction operations within the Premises, or any part thereof, for work claimed to have been done for or material claimed to have been furnished to Tenant, and Tenant shall cause promptly pay Landlord the cost of such lien to be discharged of record within thirty (30) days after filing by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such liensupervision.

Alterations or Improvements. Tenant shall not be permitted to make or permit any alterations of the Leased Premises that (i) affect the Building structure or upon any part Building system, or (ii) result in any changes to the exterior of the Premises Building or additions to the PremisesLand, including Tenant’s initial alterations to unless and until the Premises (collectively, “Alterations”) without first obtaining the written consent of Landlord, which consent plans have been approved in advance by Landlord in writing. Such approval shall not be unreasonably withheld, conditioned or delayed. As a condition of any approval required hereunder, Landlord may require Tenant to remove the alterations and repair any damage to the Project upon expiration or earlier termination of this Lease, provided Landlord earmarks or identifies at the time of consent and prior to installation, any alterations or improvements that must be removed at the end of the Lease Term. If Landlord consents to Tenant’s performance of alterations or additions to the Project or if consent is not required under this Section 7.02, then Tenant shall at its sole expense and cost, ensure that all Alterations alterations and improvements which are made or necessitated thereby shall be made in accordance with all applicable lawsLaws, rules, codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, Building and Tenant shall comply with such reasonable requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations approval of the plans, specifications and working drawings for Tenant’s alterations shall create no responsibility or liability on the part of Landlord for the their completeness, design, design sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings therefor. Tenant shall promptly pay all costs attributable to such Alterations (including, without limitation, Landlord’s reasonable costs of reviewing plans and materials submitted to Landlord for approval) and shall promptly repair any damage to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations shall remain for the benefit of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or a portion of the Alterations made by Tenant and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental agencies or authorities. Any alterations or improvements to the Leased Premises, except movable office furniture and equipment, machinery and all collective bargaining agreements applicable to generators and trade fixtures, shall become a part of the Buildingrealty and the property of Landlord, and shall not be done in a good and workmanlike manner and with the use of good grades of materials. removed by Tenant; provided that Tenant shall indemnify and save harmless Landlord from all costsmay remove upgrades to existing systems, loss or expense in connection with Alterationswhich are installed by Tenant as alterations, unless caused by or due provided that Tenant restores original systems to the negligence or willful misconduct condition that existed prior to such alteration, and Tenant may remove additions to existing systems made by Tenant as alterations provided that such removal does not materially and adversely affect the operation of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenantsuch system as it existed prior to such additions. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; Leased Premises, and nothing in this Lease contained shall be construed to constitute a Landlord’s consent by Landlord to the creation of any lien. In the event If any lien is filed against the Premises, or any part thereof, Land 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 by bonding or as provided or required by law or in any other lawful mannerTenant becomes aware of such filing. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, expenses and attorneys, ’ fees in connection with any such construction or alteration and any related lien.

Alterations or Improvements. Tenant ACEMS shall not make make, or permit to be made, any alterations of or upon any part of the Premises or additions to the Premises, including Tenant’s initial alterations improvements to the Premises (collectivelyincluding, “Alterations”) without first obtaining limitation, telecommunications, data transmission and other wiring), unless ACEMS obtains the prior written consent of Landlord, which consent shall not be unreasonably withheldMeridian. Tenant shall at its sole expense Any and cost, ensure that all Alterations alterations or improvements shall be made in accordance with all applicable laws, rules, laws and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord Meridian considers reasonably necessary or desirable, as set forth in writing. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations shall create no responsibility or liability on the part of Landlord for the completeness, design, sufficiency, or compliance with laws, rules, codes, ordinances, or regulations of such Alterations or the plans, specifications or working drawings therefor. Tenant ACEMS shall promptly pay all costs attributable to such Alterations (includingalterations and improvements and shall indemnify Meridian 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 incurred as a result of building code violations, without limitation, Landlord’s reasonable costs of reviewing plans and materials submitted attributable to Landlord for approval) and such work. ACEMS shall promptly repair any damage to the Premises caused by any such alterations or improvements. Any alterations or improvements to the Premises, Building or Common Areas caused by or resulting from such Alterations. Any such Alterations except movable furniture and equipment and trade fixtures, shall remain for the benefit of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or become a portion part of the Alterations made by Tenant realty and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination property of this Lease for a period of one (1) year. Notwithstanding the foregoingMeridian, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval and shall not be unreasonably withheldremoved by ACEMS, delayed or deniedunless Meridian requires that they be removed by ACEMS, copies of the contractsin which case, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as ACEMS shall be reasonably satisfactory required to Landlord; (ii) all restore the Premises to their condition prior to such Alterations alteration or improvement, normal wear and tear excepted. ACEMS shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) deemed to have abandoned any improvements, furnishings and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be equipment that it is entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished remove but which it fails to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 remove within thirty (30) days after filing by bonding of the expiration or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expensestermination of this Agreement, and attorneysupon abandonment, fees such property shall be the property of Meridian. ACEMS shall not make any changes or alterations to the Premises and/or the passageways, pedestrian walkways, sidewalks and parking at Station Seven which would have the effect of making the improvements in connection and near the building cease to be in compliance with the AMERICANS WITH DISABILITIES ACT OF 1990, Public Law No. 101-336, 42 USC 12101 et. seq. as it may be amended from time to time (the "ADA"). ACEMS shall not enter into any change of use of the Premises, whether approved by Meridian or not, if such change in use would result in increased liability of Meridian under the ADA, or any shifting of liability between ACEMS and Meridian as a result of any such lienchange of use.

Alterations or Improvements. Tenant shall not make may make, or may permit to be made, alterations of or upon any part of the Premises or additions improvements to the Leased Premises, including Tenant’s initial but only major exterior and structoral alterations to if Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of LandlordLandlord thereto, which consent shall not be unreasonably withheld, delayed or conditioned. Tenant may make interior changes relating to painting, wallpaper, carpeting and other cosmetic changes (“Cosmetic Changes”) and non-structural interior alterations without Landlord’s consent. Tenant shall at its sole expense secure all necessary permits and cost, ensure that all Alterations shall be made make the alterations and improvements in accordance with all applicable laws, rules, regulations and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations or delivery of any materials unto the Premises or the Building, Tenant shall furnish to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and such other documentation as Landlord shall reasonably request in connection with the Alterations. Landlord’s consent to any such Alterations approval of the plans, specifications and working drawings for Tenant’s alterations shall create no responsibility or liability on the part of Landlord for the their completeness, design, design sufficiency, or compliance with all laws, rules, codes, ordinances, or rules and regulations of such Alterations governmental agencies or authorities. All alterations, additions or improvements shall be installed at Tenant’s sole expense in compliance with all Laws and by a licensed contractor. Any alterations, improvements or utility installations in, on or about the Leased Premises that Tenant shall desire to make which require Landlord’s consent shall be presented to Landlord in written form with proposed detailed plans, specifications or working drawings therefor. Tenant shall promptly pay all costs attributable to such Alterations (including, without limitation, Landlord’s reasonable costs of reviewing plans and materials submitted to Landlord for approval) and shall promptly repair any damage to the Premises, Leased Premises or the Building or Common Areas caused by any such alterations or resulting from such Alterationsimprovements. Any such Alterations alterations or improvements to the Leased Premises paid for by Landlord, except Tenant’s furniture, equipment, furnishings, fixtures and other personal property, shall remain for become a part of the benefit realty and the property of Landlord, providedand shall not be removed by Tenant. Subject to Section 2.04, howeverTenant has the option, that Landlord may elect at but not the time Landlord grants its approval of any Alterations obligation, to be made remove alterations or improvements to the Leased Premises paid for by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or a portion of the Alterations made by provided Tenant and shall repair any damage to the Leased Premises caused by such removal. Tenant’s obligations under For purposes of this Section 7.03, “Major” shall survive mean an alteration or improvement where the expiration cost of such alteration or earlier termination of this Lease for a period of improvement exceeds one hundred thousand and 00/100 dollars (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien100,000.00).

Alterations or Improvements. Tenant shall not make may make, or may permit to be made, alterations of or upon any part of the Premises or additions improvements to the Premises, including Tenant’s initial alterations to Leased Premises but only if Tenant obtains the Premises (collectively, “Alterations”) without first obtaining the prior written consent of Landlord, Landlord which consent shall not be unreasonably withheld. Notwithstanding the foregoing, Tenant may make or permit to be made alterations or improvements of a non-structural nature to the Leased Premises without the prior written consent of Landlord to the extent that the cumulative cost of such alterations or improvements does not exceed Twenty-five Thousand Dollars ($25,000.00) in any Lease Year. If Landlord allows Tenant to make any such alterations or improvements, Tenant shall at its sole expense secure all necessary permits and cost, ensure that all Alterations shall be made make the alterations and improvements in accordance with all applicable laws, rules, regulations and building codes, ordinances and regulations in a good and workmanlike manner and in quality equal to or better than the original construction of the Premises or Building, Building and Tenant shall comply with such requirements as Landlord considers reasonably necessary or desirable. Before commencement of any Alterations , including without limitation, requirements as to the manner in which and the times at which such work shall be done and the contractor or delivery of any materials unto the Premises or the Building, Tenant shall furnish subcontractors to Landlord, for its prior written approval, which approval shall not be unreasonably withheld, delayed or denied, plans and specifications certified by a licensed architect or engineer approved by Landlord, which approval shall not be unreasonably withheld, delayed or denied, and selected to perform such other documentation as Landlord shall reasonably request in connection with the Alterationswork. Landlord’s consent to any such Alterations 's approval of the plans, specifications and working drawings for Tenant's alterations shall create no responsibility or liability on the part of Landlord for the their completeness, design, design sufficiency, or compliance with all laws, rules, codes, ordinances, or rules and regulations of governmental agencies or authorities. All alterations, additions or improvements shall be installed at Tenant's sole expense in compliance with all applicable laws and by a licensed contractor approved in writing by Landlord. Landlord may require tenant to provide Landlord, at Tenant's 13 sole cost and expense, a lien and completion bond in an amount equal to one and one-half (1 1/2) times the estimated cost of such Alterations improvements, alterations or additions to insure against any liability for mechanic's and/or materialmen's liens and to insure completion of the work. Any alterations, improvements or utility installations in, on or about the Leased Premises that Tenant shall desire to make shall be presented to Landlord in written form with proposed detailed plans. If Landlord shall give its consent, specifications or working drawings thereforsuch consent shall be conditioned upon (i) Tenant's acquiring a permit to do so from appropriate governmental agencies, (ii) the furnishing of a copy thereof to Landlord prior to the commencement of the work, and (iii) the compliance by Tenant of all conditions of said permit in a prompt and expeditious manner. Tenant shall promptly pay all costs attributable to such Alterations (including, without limitation, Landlord’s reasonable costs of reviewing plans alterations and materials submitted to Landlord for approval) and improvements. Tenant shall promptly repair any damage to the Premises, Leased Premises or the Building or Common Areas caused by any such alterations or resulting from such Alterationsimprovements. Any such Alterations alterations or improvements to the Leased Premises paid for by Landlord, except movable office furniture and equipment and trade fixtures, shall remain for become a part to the benefit realty and the property of Landlord, provided, however, that Landlord may elect at the time Landlord grants its approval of any Alterations to be made by Tenant, to require that Tenant, at its expense, remove at the expiration or earlier termination of this Lease all or a portion of the Alterations made by Tenant and repair any damage caused by such removal. Tenant’s obligations under this Section shall survive the expiration or earlier termination of this Lease for a period of one (1) year. Notwithstanding the foregoing, during each Lease Year Tenant shall be permitted to perform non-structural Alterations costing no less than $25,000.00 without Landlord’s consent, but upon notice to Landlord. If Landlord permits Tenant to perform any Alterations, then in addition to the requirements set forth above in this Section 7.3, the following shall apply: (i) prior to the commencement of the Alterations or the delivery of any materials to the Building, Tenant shall submit to Landlord, for Landlord’s approval, which approval shall not be unreasonably withheld, delayed removed by Tenant. Tenant has the option to remove alterations or denied, copies of the contracts, names, and addresses of all contractors, necessary permits and licenses, certificates of insurance (including, without limitation, Workmen’s Compensation, comprehensive general liability and adequacy of design insurance) and instruments of indemnification and waivers of lien against any and all claims, costs, expenses, damages and liabilities which may arise in connection with the Alterations, all in such form and amount as shall be reasonably satisfactory to Landlord; (ii) all such Alterations shall be done only by contractors or mechanics approved by Landlord (which approval shall not be unreasonably withheld) and at such time and in such manner as Landlord may from time to time reasonably designate; (iii) upon completion of any Alterations, Tenant shall furnish Landlord with as-built plans, contractors’ affidavits, full and final waivers of lien, receipted bills covering all labor and materials expended and used in connection with such Alterations; and (iv) all such Alterations shall comply with all insurance requirements, all laws, ordinances, rules and regulations of all governmental authorities, and all collective bargaining agreements applicable improvements to the Building, and shall be done in a good and workmanlike manner and with the use of good grades of materials. Tenant shall indemnify and save harmless Landlord from all costs, loss or expense in connection with Alterations, unless caused Leased Premises paid for by or due to the negligence or willful misconduct of Landlord, its agents or employees occurring within the scope of their respective employments without negligence on the part of Tenant. No person shall be entitled to any lien directly or indirectly derived through or under Tenant or through or by virtue of any act or omission of Tenant upon the Premises for any improvements or fixtures made thereon or installed therein or for or on account of any labor or material furnished to the Premises or for or on account of any matter or thing whatsoever; and nothing in this Lease contained shall be construed to constitute a consent by Landlord to the creation of any lien. In the event any lien is filed against the Premises, or any part thereof, 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 by bonding or as provided or required by law or in any other lawful manner. Tenant shall indemnify and save harmless Landlord from all costs, losses, expenses, and attorneys, fees in connection with any such lien.