Common use of Alterations, Replacements and Additions Clause in Contracts

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion of the Premises: (a) If such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or more, Lessor's prior written consent to such alteration thereto shall be required, which consent shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; (v) All of such work shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, (as of the date of this Leaseiii) Improvements, Lessor's Fixtures and Lessor's Equipment no structural alterations shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens the value of the Premises demolitions conducted in connection therewith unless Lessee shall have obtained Lessor’s consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as it is at the commencement shall be necessary in Lessor’s opinion to assure rebuilding of such work in any material respectImprovements and (iv) no additions, replacements or if the alterations, other than cosmetic, interior or nonstructural alterations which cost thereof is $150,000 250,000 or moreless, shall be made unless Lessor's prior written consent to such alteration thereto shall be required, which consent shall not be unreasonably withheld, delayed or conditionedhave been obtained. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost All additions and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered to Lessor; (v) All and remain part of such work the Premises and the property of Lessor and shall be completed substantially subject to this Lease. Lessee shall have the right to place or paint signs in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon such locations as shall adequately advertise Lessee's occupancy of the Premises and direct visitors, guests and the like to the Premises. All signs by Lessee shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security removed at expiration or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work. (c) The provisions earlier termination of this Section Lease, provided any damage caused by such removal shall also apply with respect to any Alterations undertaken be repaired by any subtenant of any portion of the PremisesLessee.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, (as of the date of this Leaseiii) Improvements, Lessor's Fixtures and Lessor's Equipment no structural alterations shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens structural demolitions conducted in connection therewith unless Lessee shall have obtained Lessor’s consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as shall be reasonably acceptable to Lessor (but in no event greater than the value of the Premises as it is at the commencement cost of such work alterations or demolitions), (iv) no additions, replacements or alterations (other than cosmetic, interior or nonstructural alterations) which cost in any material respect, or if the cost thereof is excess of $150,000 or more, Lessor's 100,000 shall be made unless prior written consent to such alteration thereto from Lessor and Mortgagee shall be requiredhave been obtained, which consent and (v) no Event of Default exists. Cosmetic, interior or nonstructural alterations (including demolition or construction of interior demising walls that are non-structural and non load-bearing) that cost $100,000 or less shall not be unreasonably withheld, delayed require prior written consent from Lessor or conditionedMortgagee. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost All additions and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered and remain part of the Premises (not subject to Lessor; removal upon termination) and the property of Lessor and shall be subject to this Lease. To the extent that Lessor shall fail to respond to any request for consent by Lessee pursuant to this Section 2.02 within fifteen (v15) All days after receipt of such work shall be completed substantially in accordance with request, Lessee may make a second request for consent. If such second request states on its face that the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; Lessor will be deemed given if not responded to within fifteen (vii15) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and receipt of such second request, Lessor’s consent will be deemed given fifteen (viii15) Prior to the commencement of any days after Lessor receives such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the worksecond request. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, and (as iii) no Event of the date Default exists. No structural alterations which cost in excess of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment $500,000 shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens structural demolitions conducted in connection therewith unless Lessee shall have obtained Lessor’s consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as shall be reasonably acceptable to Lessor (but in no event greater than the value of the Premises as it is at the commencement cost of such work in any material respectalterations or demolitions). Cosmetic, interior or if the nonstructural alterations (including demolition or construction of interior demising walls that are non-structural and non load-bearing) and structural alterations which cost thereof is less than $150,000 or more, Lessor's 500,000 shall not require prior written consent from Lessor or Mortgagee, but written notice to such alteration thereto Lessor shall be required, which consent shall not be unreasonably withheld, delayed or conditionedgiven. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost All additions and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered and remain part of the Premises (not subject to Lessor; removal upon termination) and the property of Lessor and shall be subject to this Lease. To the extent that Lessor shall fail to respond to any request for consent by Lessee pursuant to this Section 2.02 within fifteen (v15) All days after receipt of such work shall be completed substantially in accordance with request, Lessee may make a second request for consent. If such second request states on its face that the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; Lessor will be deemed given if not responded to within fifteen (vii15) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and receipt of such second request, Lessor’s consent will be deemed given fifteen (viii15) Prior to the commencement of any days after Lessor receives such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the worksecond request. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. the requirements of all insurance policies required to be maintained by Lessee hereunder, (iii) no structural alterations shall be made to the Improvements or structural demolitions conducted in connection therewith unless Lessee shall pay have obtained Lessor's consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as shall be reasonably acceptable to Lessor (but in no event greater than the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course cost of such work. Lessee alterations or demolitions), (iv) no additions, replacements or alterations, other than cosmetic, interior or nonstructural alterations, which cost in excess of $200,000 shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations be made by Lessee to the existing (as during any year of the date of this Lease) Improvements, Lessor's Fixtures Term unless prior written consent from Lessor and Lessor's Equipment Mortgagee shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or more, Lessor's prior written consent to such alteration thereto shall be requiredhave been obtained, which consent shall not be unreasonably withheld, conditioned or delayed and (v) no Event of Default exists. Cosmetic, interior or conditioned. Such Alterations nonstructural alterations (referred to herein as "Major Alterations"including demolition or construction of interior demising walls that are non-structural and non load-bearing) that cost $100,000 or less shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to not require prior written consent from Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, or Lessor's Fixtures Mortgagee. All additions and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered and remain part of the Premises (not subject to Lessor; (vremoval upon termination) All and the property of Lessor and shall be subject to this Lease. To the extent that Lessor shall fail to respond to any request for consent by Lessee pursuant to this Section 2.02 within 15 days after receipt of such work shall be completed substantially in accordance with request, Lessee may make a second request for consent. If such second request states on its face that the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done will be deemed given if not responded to within 90 10 days after completion thereof; and (viii) Prior to the commencement receipt of any such worksecond request, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and consent will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workdeemed given 10 days after Lessor receives such second request. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, (as of the date of this Leaseiii) Improvements, Lessor's Fixtures and Lessor's Equipment no structural alterations shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens the value of the Premises demolitions conducted in connection therewith unless Lessee shall have obtained Lessor's consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as it is at the commencement shall be necessary in Lessor's reasonable opinion to assure rebuilding of such work Improvements and (iv) no additions, replacements or alterations, other than cosmetic, interior or nonstructural alterations, which cost in any material respect, or if the cost thereof is excess of $150,000 or more, 200,000 (on a per project basis) shall be made unless Lessor's prior written consent shall have been obtained. Nonstructural alterations which in the good faith determination of Lessee will have a cost of less than or equal to such alteration thereto shall be required, which consent $200,000 (on a per project basis) shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, require Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shallprior written consent, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's review or approval. If Lessor approves such plans All additions and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered to Lessor; the property of Lessee during the Lease Term (v) All of such work and Lessee shall be completed substantially in accordance with entitled to any tax deduction for depreciation thereof during the plans Lease Term) and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor subject to this Lease. The foregoing threshold shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required increased annually by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work3%. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an collectively, "AlterationAlterations") to any portion of the Premises: (a) If All Alterations, whether Minor Alterations or Major Alterations, as such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such workterms are hereafter defined, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed in a good and workmanlike manner using new materials and equipment at least equal in quality and class to the standards for office/warehouse buildings comparable to the Premises, in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee Tenant shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, Premises to cover the additional risk during the course of such work. Lessee work and, upon Landlord’s request, shall provide Lessor Landlord certificates of insurance from contractors performing Alterations, evidencing policies of commercial general liability insurance, workers’ compensation insurance and builder’s risk insurance, excluding the Approved Contractors. Tenant shall provide Landlord upon request with evidence of payment payment, including without limitation copies of paid invoices and final lien waivers, for all work Alterations done within 90 thirty (30) days after completion thereof. All Except to the extent set forth in Section 2.03(d) below, all such Alterations made by Lessee Tenant to the existing (as of the date of this LeaseCommencement Date) Improvements, Lessor's Fixtures and Lessor's Equipment Improvements shall be and become part of the Premises. (b) If any such Alteration is not structural in nature or adversely affects and does not affect, in a materially adverse manner, the value or utility condition of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respectutilities, or and (i) if the cost thereof is less than $150,000 100,000 in any single instance or moreless than $100,000 in the aggregate (which cost shall be considered in the aggregate with the Alterations performed (if similar in nature) in the immediately preceding twelve (12) months); or (ii) is an ordinary business office or business alteration (referred to herein as "Minor Alterations"), Lessorthen Landlord's consent to such Alterations shall not be required. In addition, Tenant shall (y) provide prior notice to Landlord of any capital improvements constituting Minor Alterations costing in excess of $10,000 in any single instance and (z) send Landlord a summary of all Minor Alterations in excess of $10,000 per single Minor Alteration, including any capital improvement items, made during the previous calendar quarter, upon Landlord’s written request therefor not more than once per quarter. (c) A "Major Alteration" is any Alteration that is not a Minor Alteration. Landlord's prior written consent to such alteration thereto shall be each Major Alteration is required, which consent shall not be unreasonably withheld, delayed conditioned, or conditioneddelayed. Such In addition to the requirements set forth in Section 2.03(a), Tenant must perform all Major Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: : (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee Tenant shall, prior to the commencement of such worka Major Alteration, submit plans and specifications to Lessor Landlord for Lessor's Landlord’s approval, which approval will not be unreasonably withheld, delayed, or conditioned. Landlord is deemed to have approved the Major Alteration if Landlord does not deny the consent thereto in writing within ten (10) Business Days after receipt of the plans and specifications for the Major Alteration. If Lessor Landlord approves such plans and specificationsa Major Alteration, Lessee Tenant shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; Landlord; (vii) All of such work shall each Major Alteration must be completed substantially in accordance with the plans and specifications approved by Lessor Landlord and in accordance with all Legal Requirements; ; and (viiii) No building now or hereafter erected upon the Premises each Major Alteration must be completed by contractors approved by Landlord; provided, however, no such approval shall be demolishedrequired for those contractors listed on Exhibit F attached hereto (“Approved Contractors”), nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any and Landlord hereby approves such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workApproved Contractors. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect (a) Tenant may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the PremisesImprovements, and construct additional Improvements, provided that: (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become part of the Premises.Tenant hereunder, (biii) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the anticipated cost thereof of any structural alteration is more than $150,000 or more50,000, LessorTenant shall have obtained Landlord's prior written consent to such alteration thereto shall be requiredconsent, which consent shall not be unreasonably withheld, delayed conditioned or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises;delayed, (iv) Lessee shallif the anticipated cost of any structural alterations is more than $250,000, prior and Landlord consents thereto, then Tenant shall furnish Landlord with such surety bonds or other security reasonably acceptable to Landlord (but in no event greater than the commencement cost of such workalterations or demolitions), (v) structural alterations costing less than $50,000 and any cosmetic, submit plans interior or nonstructural alterations (including demolition or construction of interior demising walls that are non-structural and specifications to Lessor for Lessor's approval. If Lessor approves such plans non load-bearing) shall not require consent from Landlord, and (vi) no Event of Default exists. (b) All additions and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Landlord, shall be delivered and remain part of the Premises (not subject to Lessor; (vremoval upon termination) All and the property of Landlord and shall be subject to this Lease, but this provision shall not be applicable to Tenant's moveable personal property or trade fixtures. To the extent that Landlord shall fail to respond to any request for consent by Tenant pursuant to this Section 2.02 within 15 days after receipt of such work shall be completed substantially in accordance with request, Tenant may make a second request for consent. If such second request states on its face that the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done Landlord will be deemed given if not responded to within 90 15 days after completion thereof; and (viii) Prior to the commencement receipt of any such worksecond request, Lessee Landlord's consent will be deemed given 15 days after Landlord receives such second request. Landlord shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereofcooperate with Tenant's alteration projects, including Lessorexecution of necessary applications as landowner so long as such acts do not increase Landlord's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workliability. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect Lessee may, at --------------------------------------- its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (a) If such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the fair market value of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"b) such work shall be expeditiously completed completed, lien free, in a good good, safe and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. the requirements of all insurance policies required to be maintained by Lessee hereunder, (c) no Major Alterations (defined below) shall be made to the Improvements unless Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, have first furnished Lessor with such surety bonds or other security acceptable to cover the additional risk during the course Lessor as shall be necessary in Lessor's opinion to assure rebuilding of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment (d) no Major Alterations (defined below) shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or more, made unless Lessor's prior written consent to such alteration thereto shall be requiredhave been obtained, which consent shall not be unreasonably withheld, delayed withheld or conditioneddelayed. Lessee shall give Lessor no less than sixty (60) days prior written notice of any Major Alterations (defined below). Such Alterations (referred notice shall include a description of the proposed work and estimated cost thereof. Lessee shall provide such further information with respect to herein such work as Lessor shall reasonably request. "Major Alterations") " shall be performed in accordance with the following requirements: mean any addition, alteration or replacement, or any combination thereof, which (i) Before commencing Lessee estimates in good faith will cost in excess of $50,000 and will alter any Major Alterationof the building mechanical systems, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; load bearing structure of any of the Improvements or the roof or (ii) Lessee shall pay will alter the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as footprint of the date of this Lease) Improvements, Lessor's Fixtures . All additions and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy without payment of all such necessary approvals any consideration by Lessor, shall be delivered to Lessor; (v) All and remain part of such work the Premises and the property of Lessor and shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior subject to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workthis Lease. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an "“Alteration"”) to any portion of the Premises: (a) If such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000125,000 (which amount shall be increased by a factor of two and four tenths percent (2.4%) annually during. the tern of this Lease (such amount being referred to herein at the “Alteration Consent Trigger”), Lessor's ’s consent to such Alteration shall not be required. Such Alterations (referred to herein as "“Minor Alterations"”) shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's ’s Fixtures and Lessor's ’s Equipment shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or moreexceeds the Alteration Consent Trigger, Lessor's ’s prior written consent to such alteration thereto shall be required, which but such consent shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "“Major Alterations"”) shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's ’s own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's ’s Fixtures and Lessor's ’s Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's ’s approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; (v) All of such work shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's ’s reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's ’s assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion of the Premises: (a) If such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or more, Lessor's prior written consent to such alteration thereto shall be required, which consent shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; (v) All of such work shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.. 4

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, (as of the date of this Leaseiii) Improvements, Lessor's Fixtures and Lessor's Equipment no structural alterations shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens structural demolitions conducted in connection therewith unless Lessee shall have obtained Lessor’s consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as shall be reasonably acceptable to Lessor (but in no event greater than the value of the Premises as it is at the commencement cost of such work alterations or demolitions), (iv) no additions, replacements or alterations (other than cosmetic, interior or nonstructural alterations) which cost in any material respect, or if the cost thereof is excess of $150,000 or more, Lessor's 100,000 shall be made unless prior written consent to such alteration thereto from Lessor shall be requiredhave been obtained, which consent and (v) no Event of Default exists. Cosmetic, interior or nonstructural alterations (including demolition or construction of interior demising walls that are non-structural and non load-bearing) that cost $100,000 or less shall not be unreasonably withheld, delayed or conditionedrequire prior written consent from Lessor. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost All additions and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered and remain part of the Premises (not subject to Lessor; removal upon termination) and the property of Lessor and shall be subject to this Lease. To the extent that Lessor shall fail to respond to any request for consent by Lessee pursuant to this Section 2.02 within fifteen (v15) All days after receipt of such work shall request, Lessor’s consent will be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; deemed given fifteen (vi15) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any Lessor receives such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workrequest. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an collectively, "AlterationAlterations") to any portion of the Premises: (a) If All Alterations, whether Minor Alterations or Major Alterations, as such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such workterms are hereafter defined, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed in a good and workmanlike manner using new materials and equipment at least equal in quality and class to the standards for office/warehouse buildings comparable to the Premises, in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee Tenant shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, Premises to cover the additional risk during the course of such work. Lessee work and, upon Landlord’s request, shall provide Lessor Landlord certificates of insurance from contractors performing Alterations, evidencing policies of commercial general liability insurance, workers’ compensation insurance and builder’s risk insurance, excluding the Approved Contractors. Tenant shall provide Landlord upon request with evidence of payment payment, including without limitation copies of paid invoices and final lien waivers, for all work Alterations done within 90 thirty (30) days after completion thereof. All Except to the extent set forth in Section 2.03(d) below, all such Alterations made by Lessee Tenant to the existing (as of the date of this LeaseCommencement Date) Improvements, Lessor's Fixtures and Lessor's Equipment Improvements shall be and become part of the Premises. (b) If any such Alteration is not structural in nature or adversely affects and does not affect, in a materially adverse manner, the value or utility condition of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respectutilities, or and (i) if the cost thereof is less than $150,000 100,000 in any single instance or moreless than $100,000 in the aggregate (which cost shall be considered in the aggregate with the Alterations performed (if similar in nature) in the immediately preceding twelve (12) months); or (ii) is an ordinary business office or business alteration (referred to herein as "Minor Alterations"), Lessorthen Landlord's consent to such Alterations shall not be required. In addition, Tenant shall (y) provide prior notice to Landlord of any capital improvements constituting Minor Alterations costing in excess of $10,000 in any single instance and (z) send Landlord a summary of all Minor Alterations in excess of $10,000 per single Minor Alteration, including any capital improvement items, made during the previous calendar quarter, upon Landlord’s written request therefor not more than once per quarter. (c) A "Major Alteration" is any Alteration that is not a Minor Alteration. Landlord's prior written consent to such alteration thereto shall be each Major Alteration is required, which consent shall not be unreasonably withheld, delayed conditioned, or conditioneddelayed. Such In addition to the requirements set forth in Section 2.03(a), Tenant must perform all Major Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee Tenant shall, prior to the commencement of such worka Major Alteration, submit plans and specifications to Lessor Landlord for Lessor's Landlord’s approval, which approval will not be unreasonably withheld, delayed, or conditioned. Landlord is deemed to have approved the Major Alteration if Landlord does not deny the consent thereto in writing within ten (10) Business Days after receipt of the plans and specifications for the Major Alteration. If Lessor Landlord approves such plans and specificationsa Major Alteration, Lessee Tenant shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to LessorLandlord; (vii) All of such work shall each Major Alteration must be completed substantially in accordance with the plans and specifications approved by Lessor Landlord and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viiiiii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the each Major Alteration must be completed by contractors approved by Landlord; provided, however, no such approval shall be required for those contractors listed on Exhibit F attached hereto (“Approved Contractors”), and payment Landlord hereby approves such Approved Contractors. (d) Unless Landlord requires Tenant to remove any Major Alteration at the time of providing its consent thereto, each Alteration made by Tenant in or upon the Premises (excepting only Tenant's Equipment and trade fixtures), whether temporary or permanent in character, shall become Landlord's property upon the expiration, or earlier termination, of this Lease and shall remain upon the Premises at the expiration or termination of this Lease without compensation to Tenant and Tenant is not required to remove any Alteration. (e) Tenant shall pay to Landlord a construction management fee of two and one-half percent (2.5%) of the costs thereofof all Major Alterations; provided, including Lessor's reasonable approval of however, there shall be no construction management fee payable with respect to the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may repairs to be asserted on account of completed pursuant to the workRepair Escrow Agreement. (cf) The provisions In addition to the requirements of this Section shall also apply 2.03(a), Landlord and Tenant agree that Tenant’s obligations with respect to any Alterations undertaken by any subtenant of any portion the replacement of the Premisesroof shall be governed by the terms of the Repair Escrow Agreement; provided, however, to the extent there is a direct conflict between the terms of this Lease and the terms of the Repair Escrow Agreement, the terms of the Repair Escrow Agreement shall control.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion of the Premises: (a) If Tenant may make any Alteration that is not a Structural Alteration without the prior written consent of Landlord, provided that: (i) the estimated cost of any such Alteration is not structural in nature and (or series of related Alterations) does not affect exceed $250,000; (ii) Tenant agrees to provide as-built plans and specifications or record drawings to Landlord upon completion to the condition extent required by applicable Legal Requirements, this Lease or otherwise obtained by Tenant in making any such Alteration; (iii) no Event of Default exists; and (iv) the Improvements Alteration (or any utilities and does series of related Alterations) would not lessen result in a material diminution in the value of any Location. (b) Landlord’s prior written consent (which consent will not be unreasonably withheld, conditioned or delayed) is required, in each instance, for any Alteration (or series of related Alterations) that is a Structural Alteration or is not a Structural Alteration but does not satisfy requirements (i)-(iv), inclusive, in Section 13(a) (each a “Consent Required Alteration”). All Consent Required Alterations must be performed under the Premises as it is supervision of a licensed architect or engineer in accordance with detailed plans and specifications that are submitted to Landlord at the commencement of such work, and if the cost thereof time Landlord’s consent is less than $150,000, Lessor's consent to such Alteration sought. (c) All Alterations made by Tenant shall not (i) be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed performed in a good and workmanlike manner and expeditiously completed in compliance with in all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 or more, Lessor's prior written consent to such alteration thereto shall be required, which consent shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; (v) All of such work shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance respects with all Legal Requirements; ; and (viii) No building now comply in all material respects with all Insurance Requirements; and (iii) (except for Tenant’s Property) be the property of Landlord and subject to this Lease. Tenant shall: (A) procure and pay for all Permits and licenses required in connection with any Alteration; (B) promptly pay all costs and expenses of any Alteration and must discharge (by payment, bonding or hereafter erected otherwise) all liens filed against the Leased Premises arising out of the same; and (C) execute and deliver to Landlord any document reasonably requested by Landlord evidencing the assignment to Landlord of all estate, right, title and interest (other than the leasehold estate created hereby) of Tenant or any other Person in or to any Alteration (other than Tenant’s Property). In addition, Tenant shall not construct upon the Premises shall be demolished, nor shall Major Alteration be made thereto, Land any additional buildings without having first obtained the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such workLandlord, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workin each instance. (cd) The provisions As of this Section shall also apply the Commencement Date, Tenant desires to perform the New Line Work with respect to any Alterations undertaken by any subtenant of any portion the Ohio Location. Landlord hereby grants permission, at Tenant’s option to complete, to Tenant’s performance of the PremisesNew Line Work subject to and in accordance with the terms of this Lease.

Alterations, Replacements and Additions. With respect Lessee may, at its expense, make additions to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion and alterations of the Premises: Improvements, and construct additional Improvements, provided that (ai) If such Alteration is not structural in nature and does not affect the condition of fair market value, the Improvements utility, the square footage or any utilities and does not lessen the value useful life of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000, Lessor's consent to such Alteration shall not be required. Such Alterations lessened thereby, (referred to herein as "Minor Alterations"ii) such work shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying requirements of all insurance policies on the Premises, required to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made be maintained by Lessee to the existing hereunder, (as of the date of this Leaseiii) Improvements, Lessor's Fixtures and Lessor's Equipment no structural alterations shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of made to the Improvements or lessens structural demolitions conducted in connection therewith unless Lessee shall have obtained Lessor’s consent and furnished Lessor with such surety bonds or other security acceptable to Lessor as shall be reasonably acceptable to Lessor (but in no event greater than the value of the Premises as it is at the commencement cost of such work alterations or demolitions), (iv) no additions, replacements or alterations, other than cosmetic, interior or nonstructural alterations, which cost in any material respect, or if the cost thereof is excess of $150,000 or more, Lessor's 250,000 shall be made unless prior written consent to such alteration thereto from Lessor and Lessor’s Mortgagee shall be requiredhave been obtained, which consent shall not be unreasonably withheld, delayed and (v) no Event of Default exists. Cosmetic, interior or conditionednonstructural alterations (including demolition or construction of interior demising walls that are non-structural and non load-bearing) that cost $250,000 or less shall not require prior written consent from Lessor or Lessor’s Mortgagee. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost All additions and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction alterations of the Premises, and a copy of all such necessary approvals without consideration by Lessor, shall be delivered and remain part of the Premises (not subject to Lessor; (vremoval upon termination) All and the property of Lessor and shall be subject to this Lease. To the extent that Lessor shall fail to respond in writing to any request for consent by Lessee pursuant to this Section 2.02 within 15 business days after receipt of such work shall request, Lessor’s consent will be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior deemed to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the workhave been given. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.

Alterations, Replacements and Additions. With respect to any alteration, change, addition or improvement (herein collectively referred to as an "Alteration") to any portion of the Premises: (a) If such Alteration is not structural in nature and does not affect the condition of the Improvements or any utilities and does not lessen the value of the Premises as it is at the commencement of such work, and if the cost thereof is less than $150,000125,000, Lessor's consent to such Alteration shall not be required. Such Alterations (referred to herein as "Minor Alterations") shall be expeditiously completed in a good and workmanlike manner and in compliance with all applicable Legal Requirements and Insurance Requirements. Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work. Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof. All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become part of the Premises. (b) If such Alteration is structural in nature or adversely affects the value or utility of the Improvements or lessens the value of the Premises as it is at the commencement of such work in any material respect, or if the cost thereof is $150,000 125,000 or more, Lessor's prior written consent to such alteration thereto shall be required, which consent shall not be unreasonably withheld, delayed or conditioned. Such Alterations (referred to herein as "Major Alterations") shall be performed in accordance with the following requirements: (i) Before commencing any Major Alteration, Lessee shall, upon request, at Lessee's own cost and expense, deliver to Lessor an endorsement to the commercial general liability policy required by this Lease, which endorsement shall provide that such insurance will cover work in progress; (ii) Lessee shall pay the increased premium, if any, charged by the insurance companies carrying insurance policies on the Premises, to cover the additional risk during the course of such work; (iii) All such Alterations made by Lessee to the existing (as of the date of this Lease) Improvements, Lessor's Fixtures and Lessor's Equipment shall be and become a part of the Premises; (iv) Lessee shall, prior to the commencement of such work, submit plans and specifications to Lessor for Lessor's approval. If Lessor approves such plans and specifications, Lessee shall obtain all necessary approvals from municipal departments and bureaus and from any other municipal, state and federal authorities having supervision or jurisdiction of the Premises, and a copy of all such necessary approvals shall be delivered to Lessor; (v) All of such work shall be completed substantially in accordance with the plans and specifications approved by Lessor and in accordance with all Legal Requirements; (vi) No building now or hereafter erected upon the Premises shall be demolished, nor shall Major Alteration be made thereto, without the prior written consent of Lessor; (vii) Lessee shall provide Lessor upon request with evidence of payment for all work done within 90 days after completion thereof; and (viii) Prior to the commencement of any such work, Lessee shall furnish Lessor such security or assurances as are reasonably required by Lessor to assure completion of the Major Alteration and payment of the costs thereof, including Lessor's reasonable approval of the proposed construction budget or estimated costs of construction and Lessee's assurance that Lessee can and will pay all costs of construction and will discharge all construction liens which may be asserted on account of the work. (c) The provisions of this Section shall also apply with respect to any Alterations undertaken by any subtenant of any portion of the Premises.