Common use of Alterations Clause in Contracts

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Alterations that (i) do not exceed $5,000 in the aggregate, (ii) are not visible from the exterior of the Premises, (iii) do not affect any Building system alterations System or the structural strength of the Building, (iv) do not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearrequire penetrations into the floor, Tenant shall make no alterations ceiling or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretionwalls, and then only by contractors (v) do not require work within the walls, below the floor or mechanics approved by Landlord in writing and upon above the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforceiling, Tenant shall not commence make or permit any work with Alterations in or to the Premises without first obtaining Landlord’s consent, which consent shall not be unreasonably withheld. With respect to such any Alterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to such date. commencing any Alteration, Tenant hereby indemnifiesshall deliver to Landlord the plans, defends specifications and agrees to hold Landlord free necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and harmless from all liens subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and claims any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of lienany contractor or subcontractor, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all other liabilityLaws and the plans and specifications delivered to, claims and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable costs and demands expenses in connection with Landlord’s review of Tenant’s plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary, and (v) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of any work done or material supplied to such construction. Any Alteration by Tenant shall be the Premises by or at the request property of Tenant in connection with any Alterations. If permitted Alterations are made, they until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall be made at Tenant’s sole cost and expense and shall be remain on the Property and become the property of Landlord, except that Landlord may, provided unless Landlord gives notice is given to Tenant at to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the time Landlord approves such Alteration, require Tenant, at Premises to the condition existing prior to Tenant’s expenseAlteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove all partitions, counters, railings and other the Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon at the expiration or earlier termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Term. If Landlord’s approval is not required in connection with an AlterationPremises, Landlord may require provided that the installation and removal of such Alteration, as aforesaid, at them will not affect any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination structural portion of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Property, any Building is located (System or any other authority having jurisdiction over equipment or facilities serving the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations Building or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5occupant.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations additions, alterations, changes or additions improvements in or to the Leased Premises or any part thereof (“Alterations”excluding trade fixtures and typical office partitions) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work be unreasonably withheld with respect to such Alterations prior alterations, changes or improvements which do not affect the structure, tenant improvements, or outward appearance of the Leased Premises. In the event that Landlord consents to such date. Tenant hereby indemnifiesadditions, defends and agrees to hold Landlord free and harmless from alterations, changes or improvements, then all liens and claims of lienadditions, and all other liabilityalterations, claims and demands arising out of any work done changes or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they improvements shall be made constructed at Tenant’s sole cost and expense and shall be and shall, upon completion thereof, become the property of Landlord; provided, except that however, Landlord may, provided notice is given to Tenant at the time Landlord approves such Alterationits option, require Tenant, at Tenant’s sole cost and expense, to remove all partitionsany such additions, countersalterations, railings and other Alterations installed by Tenantchanges or improvements at the expiration or sooner termination of this Lease, and to repair any damages to the Leased Premises caused by such removal upon provided Landlord has informed Tenant of such requirement at the expiration or earlier termination time of the Term. If Landlord’s approval is not required approval. Tenant hereby agrees to indemnify and defend Landlord against, and shall keep the Leased Premises, Building, Project and Park free from all mechanics’ liens and other such liens arising from any work performed, material furnished, or obligations incurred by Tenant or at the direction of Tenant in connection with an Alterationthe Leased Premises, Landlord may require removal and agrees to obtain the discharge of any lien which attaches as a result of such Alterationwork immediately after such lien attaches or payment for the labor or material is due. Notice is hereby given to all Tenant’s contractors, subcontractors, materialmen or suppliers that Landlord is not liable for any labor or materials furnished to Tenant on credit and no mechanics’ or other liens shall attach to or affect Landlord’s interest in the Project, Building, Leased Premises, or Park as aforesaid, a result thereof. Landlord hereby reserves the right at any time within thirty and from time to time, during the term hereof, to make any additions, alterations, changes or improvements (30including without limitation, building additional stories) days after on, in, or to the Building and Project, and to build additional structures adjoining thereto, provided same does not unreasonably interfere with Tenant’s written request for a determination by Landlord as to whether such Alteration use of the Leased Premises. Any of Tenant’s alterations, additions, changes or improvements shall be removed upon made at such times and in such manner as not to unreasonably interfere with the expiration or earlier termination occupation, use and enjoyment of the Term. Any and all costs attributable to or related to the applicable building codes remainder of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed Project by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5other tenants thereof.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no not permit alterations in or additions to the Leased Premises (“Alterations”) without unless and until the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics plans have been approved by Landlord in writing writing, which approval as to interior non-structural alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Tenant shall have the right without Landlord's consent, and upon in compliance with all other provisions of this Section, to make any non-structural alterations to the approval by Leased Premises which do not materially impact the Building's mechanical or electrical systems, do not adversely affect the Building's appearance or value, and the cost of which does not exceed Forty Five Thousand and 00/100 Dollars ($45,000.00) in the aggregate, provided that Tenant gives Landlord in writing fifteen (15) days prior written notice of fully detailed and dimensioned any such alterations, along with copies of plans and specifications pertaining relating thereto. As a condition of such approval (or, with respect to the Alterations in question, any alterations permitted to be prepared and submitted made by Tenant hereunder without Landlord's approval), Landlord hereby agrees that, upon written request by Tenant, at its sole cost the time that Tenant is contemplating alterations, Landlord will inform Tenant as to whether such proposed alterations will be required to be removed by Tenant and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to restore the Leased Premises by or at the request end of Tenant in connection with any Alterations. If permitted Alterations are madethe Lease Term; otherwise, they all such alterations shall be made at Tenant’s sole cost Landlord's option become a part of the realty and expense and shall be and become the property of Landlord, except and shall not be removed by Tenant. Tenant shall ensure that all alterations shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute a consent by Landlord may, provided notice to the creation of any lien. If any lien is given filed against the Leased Premises for work claimed to Tenant at the time Landlord approves such Alteration, require have been done for or material claimed to have been furnished to Tenant, at Tenant’s expense, Tenant shall cause such lien to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination be discharged of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time record within thirty (30) days after Tenant’s written request for a determination filing. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys' fees in connection with any construction or alteration under this Section 7.03, not performed by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit Caffiliate, and not the terms of this Article 5any related lien.

Alterations. Except as provided (a) Tenant may, at its expense, including funds made available in the immediately preceding subparagraphTI Allowance account, make additions to and alterations of the Improvements and construct additional Improvements and make substitutions and replacements for the Improvements (“Alterations”), provided that Tenant delivers a written statement identifying the Alterations being made, when they are being made and their cost and certifying that (i) the Fair Market Value (as defined in Section 2, above) of the Premises shall not be lessened thereby other than in a deminimus manner and such Alterations will not permanently reduce the square footage of the Improvements, (ii) such Alterations shall be completed in a good and workmanlike manner, free of Liens and in compliance with all applicable Legal Requirements and all insurance policies required to be maintained by Tenant hereunder, and except for non-(iii) such Alterations will not adversely affect the building systems or structural integrity of the Premises. Prior to commencing any Alteration the cost of which, either alone or together with any other Alterations (other than those of a merely cosmetic nature (e.g. paint, wall and non-Building system alterations not floor coverings, window treatments) made without Landlord’s consent since the last instance in excess of Seventy-Five Thousand which Landlord provided written consent to Alterations, exceeds Two Million Dollars ($75,000) in any Lease Year2,000,000), Tenant shall make no alterations have first obtained Landlord’s written consent, which consent shall not be unreasonably withheld. Landlord’s consent shall not be required for Alterations of a merely cosmetic nature. If Landlord's consent is required under this Section 10 and Landlord has not provided Tenant with Landlord's approval or disapproval within twenty (20) days after Landlord's receipt of from Tenant of plans and specifications and other reasonable information requested from Landlord, and such failure continues for ten (10) days after Landlord's receipt of written a second request from Tenant, Landlord will be deemed to have approved the request. Upon Landlord’s request, Tenant shall provide Landlord with copies of the plans and specifications, if available for any such additions and alterations. Before making any Alterations, Tenant shall obtain, at its sole cost, including being entitled to use funds available in the TI Allowance account, all necessary permits and approvals required to perform the proposed Alteration. All such Alterations shall be and remain part of the realty and the property of Landlord and shall be subject to this Lease. Landlord agrees to execute such utility easements, building permit applications, zoning changes and other similar governmental applications as Tenant may reasonably deem necessary or requisite in connection with any such addition and/or alteration, provided such utility easements, building permit applications, zoning changes and other similar governmental applications do not result in any on-going liability on the part of Landlord for which Landlord is not indemnified for hereunder or change the nature of the Premises when compared to Comparable Buildings. Tenant shall reimburse, upon demand, all out-of-pocket fees and costs reasonably incurred by Landlord and its successors and assigns in connection with reviewing any request for consent to Tenant Alterations. (b) Notwithstanding the foregoing paragraph, Tenant may place upon the Premises any inventory, fixtures, machinery, equipment or other improvements which can be removed without structural damage to the Premises (“AlterationsTenant’s Trade Property”) without and may remove the prior written consent same at any time during the Term of Landlordthis Lease. Landlord agrees, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing within ten (10) Business Days of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost request and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitionsexecute a waiver or subordination of its statutory or contractual landlord’s lien to any holder of a valid security interest in any of Tenant’s Trade Property or to any bona fide lessor of Tenant’s Trade Property provided that the holder of such security interest, countersor such lessor, railings and other Alterations installed by Tenant, and agrees in writing to repair any damages damage which may be done to the Premises as a result of a removal of any of Tenant’s Trade Property. Tenant shall promptly repair any damage to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require its removal of such Alteration, as aforesaid, at any time within thirty (30) days after of Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Trade Property.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, A. Tenant shall not make no any alterations or additions to the Leased Premises (“Alterations”) or the Building without first obtaining the prior written consent of LandlordLandlord in each such instance, which consent may shall not be unreasonably withheld in so long as such alteration (i) would not have an adverse affect on the Building structure or the Building systems or otherwise affect the elevator lobbies or restrooms, (ii) would not affect the exterior appearance of the Building, (iii) comply with all applicable laws, and (iv) would not interfere with another occupant’s normal and customary business operations. Notwithstanding the foregoing, Landlord’s reasonable discretionconsent shall not be required for any alteration (each, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining a “Permitted Alteration”) that (i) is limited to the Alterations in question, to be prepared interior of the Leased Premises and submitted the cost of such alteration does not exceed $100,000.00; and (ii) does not adversely affect the structure of the Building or the Building systems. All alterations made by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied (unless expressly provided to the Premises by or at the request of Tenant contrary in connection with any Alterations. If permitted Alterations are made, they shall this Lease) be made at Tenant’s sole cost and expense (including all expenses for obtaining any required governmental permits and approvals). Landlord hereby agrees that it shall be and become not unreasonably withhold its consent in the property of Landlord, except event that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenantdesires, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense, to replace the northwest elevator with an elevator of a size typically used in hospitals. B. Prior to commencing any alteration, Tenant shall give notice (each, an “Alteration Notice”) to Landlord thereof, and, to the extent that good construction practice requires plans and specifications to be prepared with respect to such alteration, such notice shall be accompanied by a copy of such plans and specifications. With regard In the case of any alteration that is not a Permitted Alteration (each, a “Material Alteration”), Landlord, within ten (10) days after its receipt of such notice, shall either (i) give its written consent to repairssuch Material Alteration, Alterations or any (ii) deny its consent and request revisions or modifications to such Material Alteration. If (x) Landlord so denies its consent and requests such revisions or modifications, and (y) Tenant wishes to pursue such Material Alteration, then Tenant shall submit such revisions or modifications to Landlord. Within seven (7) days following receipt by Landlord of such revisions or modifications, Landlord shall give its written consent thereto or shall request other work arising from revisions or related modifications therein (but relating only to this Article 5the extent Tenant has failed to comply with Landlord’s earlier requests). The preceding two sentences shall be implemented repeatedly until Landlord gives its written consent to the Material Alteration in question. If (i) Landlord fails to deny its consent to a Material Alteration in a writing that sets forth the reasons for such denial within the aforesaid 10-day period, or (ii) Landlord fails to deny its consent to such a revision or modification of a Material Alteration in a writing that sets forth the reasons for such denial within the aforesaid 7-day period, then Tenant shall submit a second notice to Landlord, and if Landlord fails to respond to such second notice within seven (7) days following receipt thereof by Landlord, Landlord shall be entitled deemed to receive an administrative fee have consented to such Material Alteration or such revision or modification, as the case may be. Any dispute as to whether Landlord’s denial of two percent consent to a Material Alteration was proper shall be determined by arbitration in accordance with Section 37 below. Landlord’s approval of Tenant’s plans and specifications for any work performed for or on behalf of Tenant shall not be deemed to be a representation by Landlord that such plans and specifications comply with applicable insurance requirements, building codes, ordinances, laws or regulations or that the alterations, additions and improvements constructed in accordance with such plans and specifications will be adequate for Tenant’s use. Tenant shall indemnify, defend (2%with counsel reasonably acceptable to Landlord) and hold harmless the Landlord Parties from and against all costs (including attorneys’ fees and costs of suit), losses, liabilities, or causes of action arising out of or relating to any alterations, additions or improvements made by Tenant to the Leased Premises, including but not limited to any mechanics’ or materialmen’s liens asserted in connection therewith. C. Tenant shall perform all Tenant alterations with contractors and subcontractors approved by Landlord, such approval not to be unreasonably withheld, conditioned or delayed. D. Landlord, upon Tenant’s written request, shall (at no expense to Landlord) furnish or execute promptly any documents, information, consents or other materials which are necessary in connection with Tenant’s efforts to obtain any license or permit for the making of any approved or Material Alteration. The Prior to commencement of construction of initial any alterations, Tenant shall deliver to Landlord the building permit, a copy of the executed construction contract covering the alterations, in each case to the extent applicable, and evidence of contractor’s and subcontractor’s insurance, such insurance being with such companies, for such periods and in such amounts as Landlord may reasonably require, naming the Landlord Parties as additional insureds. Tenant shall pay to Landlord within ten (10) days after receipt of written request along with evidence substantiating such cost, a review fee in the amount of Landlord’s actual reasonable professional costs incurred to compensate Landlord for the cost of review and approval of the plans and specifications to the extent applicable. Tenant shall deliver to Landlord a copy of the “as-built” plans and specifications for all alterations or physical additions so made in or to the Leased Premises to the extent applicable, and shall reimburse Landlord for the cost incurred by Landlord to update its current architectural plans for the Building to the extent applicable. E. Tenant shall not be deemed to be the agent or representative of Landlord in making any such alterations, physical additions or improvements to the Premises Leased Premises, and shall have no right, power or authority to encumber any interest in the Complex in connection therewith other than Tenant’s leasehold estate under this Lease Agreement. However, should any mechanics’ or other liens be filed against any portion of the Complex or any interest therein (other than Tenant’s leasehold estate hereunder) by reason of Tenant’s acts or omissions or because of a claim against Tenant or its contractors, Tenant shall cause the same to be canceled or discharged of record by bond or otherwise within twenty (20) days after notice by Landlord. If Tenant shall fail to cancel or discharge said lien or liens, within said twenty (20) day period, which failure shall be governed deemed to be a default hereunder, Landlord may, at its sole option and in addition to any other remedy of Landlord hereunder, cancel or discharge the same and upon Landlord’s demand, Tenant shall promptly reimburse Landlord for all costs incurred in canceling or discharging such lien or liens. F. Tenant shall cause all alterations, physical additions, and improvements (including fixtures), constructed or installed in the Leased Premises by or on behalf of Tenant to comply with all applicable governmental codes, ordinances, rules, regulations and laws. Tenant acknowledges and agrees that neither Landlord’s review and approval of Tenant’s plans and specifications nor its observation or supervision of the construction or installation thereof shall constitute any warranty or agreement by Landlord that same comply with such codes, ordinances, rules, regulations and laws. G. Tenant shall be wholly responsible for any accommodations or alterations that are required by applicable governmental codes, ordinances, rules, regulations and laws to be made to the Leased Premises to accommodate disabled employees and customers of Tenant, including, without limitation, compliance with the Americans with Disabilities Act (42 U.S.C. §§ 12101 et seq.) and the Texas Architectural Barriers Act (Tex.Rev.Civ.Stat. Art 9201) (collectively, the “Accommodation Laws”). Except to the extent provided below, Landlord shall be responsible for making all accommodations and alterations to the Common Areas of the Building necessary to comply with the Accommodation Laws. Notwithstanding the foregoing, Landlord may perform, at Tenant’s sole cost and expense, any accommodations or alterations that are required by the terms Accommodation Laws to any area outside of the Tenant work letterLeased Premises which are triggered by any alterations or additions to the Leased Premises or Tenant’s use of the Leased Premises. Landlord represents and warrants that as of the date hereof, attached hereto as Exhibit Cthe Building complies with all Accommodation Laws and all other applicable governmental codes, ordinances, rules, regulations and not the terms of this Article 5laws.

Alterations. (a) Except as provided hereinafter expressly provided, Tenant shall not make or permit to be made any alterations, additions, changes or improvements in or to the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not Leased Premises or any part thereof which would cost in excess of SeventyTwenty-Five Thousand Dollars ($75,00025,000) without first obtaining the written consent of Landlord thereto (which consent Landlord agrees not to unreasonably withhold, condition or delay, provided Tenant has fully complied with each and every term, covenant and condition in any this Lease Yearand, with respect to such alterations, additions, changes or improvements, has provided Landlord with such liability insurance policies and/or surety bonds as Landlord may reasonably request). Notwithstanding the foregoing, Tenant shall not make no alterations or additions permit to be made any alterations, additions, changes or improvements in or to the structural components of the Leased Premises (“Alterations”regardless of cost) without first obtaining the prior written consent of Landlord, which consent may otherwise shall be withheld in subject to the foregoing terms and conditions. (b) Before requesting Landlord’s reasonable discretionconsent, and then only by contractors or mechanics approved by Tenant shall submit to Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining in duplicate of such proposed alterations, changes, additions or improvements, one of which copies may be retained by Landlord. Landlord shall be entitled to withhold its consent to any such alterations, additions, changes, or improvements, until such time as Tenant provides Landlord with reasonable evidence of the Alterations in questionapproval of such alterations, to be prepared additions, changes or improvements by any and submitted by Tenantall municipal, state, federal or other governmental or other authorities, offices and departments now existing or hereafter created having jurisdiction over the Premises, and of the Board of Fire Underwriters or other like body, which approvals Tenant shall obtain at its sole own cost and expense. Tenant . (c) Landlord, its architect, agents and employees, shall, at its sole cost and expenseupon reasonable notice, obtain all necessary approvals and permits pertaining have the right to any Alterations approved by Landlord. If Landlord, enter upon the Leased Premises in approving any Alterations, specifies a reasonable commencement date thereformanner and at all reasonable times during the course of any such alterations, Tenant shall not commence any additions, changes or improvements for the purpose of inspection and of finding out whether such work conforms to the approved plans and specifications and with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, the agreements herein contained. (d) Any and all other liabilityalterations, claims additions, improvements and demands arising out of changes made by Tenant at any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they time and all governmental approvals therefor shall be made at Tenant’s sole cost and expense and shall immediately be and become the property of Landlord without any payment therefor by Landlord; provided, except however, that Landlord may, it is expressly understood and agreed that any trade fixtures or other fixtures added by Tenant (other than those which are required by the terms of this Lease to be provided notice is given by Tenant as a result of its obligation to repair or replace property furnished by Landlord) shall remain the property of Tenant at the time Landlord approves such Alteration, require and may be removed by Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval this Lease, provided that any damage caused thereby is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaidimmediately repaired by Tenant. (e) Tenant, at its own cost and expense, will cause any time and all mechanics’ liens and perfections of the same which may be filed against the Leased Premises to be paid and satisfied of record within thirty (30) days after Tenant’s Landlord shall send to Tenant written request for a determination notice by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination registered mail of the Term. filing of any notice thereof against the Premises or the owner, for or purporting to be for labor or materials alleged to be furnished or to be charged by or for Tenant at the Leased Premises, or will bond such mechanics’ liens within said thirty (30) day period and use its good faith efforts to have such liens discharged by an order of a court of competent jurisdiction as promptly as possible. (f) Any and all costs attributable alterations, improvements or other work once begun must be prosecuted with reasonable diligence to or related completion and, subject to the applicable building codes provisions of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plansSubsection 12(e), specificationsabove, improvements, alterations or otherwise shall be paid for by Tenant at its sole cost in full, free and expense. With regard to repairs, Alterations clear of liens or any other work arising from encumbrances against the Leased Premises or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit CLandlord, and not the terms of this Article 5must be performed in all respects in accordance with law.

Alterations. Except as provided Any alterations, additions and improvements in or upon the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Subleased Premises shall be made by Tenant shall make no alterations or additions to the Premises (“Alterations”) without the only after prior written consent of Landlordby Sublessor, which consent shall not be withheld if Landlord consents thereto. Upon the termination of the term hereof, all such alterations, additions and improvements (except personal property, business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant) shall be and remain part of the Subleased Premises and shall not be removed by Tenant unless such removal is required by Sublessor, in which case Tenant shall remove the same and restore the Subleased Premises to the same condition in which they were on the date hereof, reasonable and ordinary wear and tear excepted. Personal property, business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant shall be and remain the property of Tenant and may be withheld removed by Tenant at any time during the term hereof when Tenant is not in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expensedefault hereunder. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends covenants and agrees to hold indemnify Sublessor and Landlord free and harmless from all liens and claims of lienagainst, and hold Sublessor and Landlord harmless from, all other liabilityliens, claims and demands whether for labor or materials arising out as the result of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are madealterations, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlordadditions, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Subleased Premises shall be governed made by Tenant during the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms term of this Article 5Sublease.

Alterations. Except as provided otherwise expressly set forth in the immediately preceding subparagraphthis Section, and except for Tenant shall not make or allow to be made any structural, non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearor cosmetic alterations, Tenant shall make no alterations additions, modifications, or additions improvements to the Premises (“Alterations”) without the prior Landlord’s express written consent of Landlordconsent, which consent may be withheld granted or denied in Landlord’s reasonable sole discretion. Furthermore, and then only by contractors or mechanics approved Lxxxxxxx’s consent hereunder may be conditioned upon the requirement that upon demand by Landlord in writing and upon the approval by Landlord in writing on expiration or earlier termination of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionthis Lease, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense expense, shall remove any such Alterations and restore the portion of the Premises so altered to its original condition, reasonable wear and tear excepted. Unless Landlord requires otherwise, all Alterations shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at and shall be surrendered with the time Landlord approves such Alteration, require TenantPremises as a part thereof, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the TermLease. If Notwithstanding anything to the contrary set forth in this Section 9.2, Tenant shall be allowed to make non-structural Alterations to the Premises without Landlord’s approval is prior approval, provided such Alterations shall not required exceed $5,000 in connection with an Alterationtotal cost including materials, Landlord may require removal of design and construction costs; and, provided further that such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration alterations shall be removed upon the expiration or earlier termination not include alteration of the TermLandlord or Tenant Electrical Systems, any portion of the Building or Premises plumbing system, any portion of the Landlord HVAC System, or ceiling grid. Any and all costs attributable In the event Tenant desires to or related complete any Alterations not otherwise requiring Landlord’s approval, Tenant shall provide Landlord with written notice of its intent to complete such Alterations not less than 30 days prior to the applicable building codes date on which Tenant intends to start such alterations and such notice shall include a reasonable description of the city in which work to be completed. Notwithstanding the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5foregoing, Landlord shall have the right to specify the day(s) of the week and the time of day that any such work can be entitled completed by Tenant; in this regard, Landlord expressly retains the right to receive an administrative fee of two percent (2%). The construction of initial improvements dictate that any such Alterations must be completed on weekends, after customary business hours, or at such other dates and times as the building is not open to the Premises public. In the event Tenant desires to complete Alterations requiring Landlord’s approval, Tenant shall provide Landlord with written notice of its intent to complete such Alterations not less than 120 days prior to the date on’ which Tenant intends to start such alterations and such notice shall include a detailed scope of work and the anticipated start and end dates for construction. All such Alterations (a) shall equal or exceed the then-current standard for the Building and shall utilize only new, first or top-grade materials, (b) shall be governed by the terms completed in conformity with all applicable laws, ordinances, regulations and requirements, after obtaining any required permits and licenses, (c) shall be commenced only upon Landlord’s express written approval of the detailed construction plans and specifications, (d) shall be commenced only after Tenant work letterhas provided to Landlord such indemnification or bonds, attached hereto including, without limitation, a performance and completion bond, in such form and amount as Exhibit Cmay be satisfactory to Landlord, to protect against claims and liens for labor performed and materials furnished, and not to insure the terms completion of this Article 5any change, addition or improvement, (e) shall be carried out by persons approved in writing by Lxxxxxxx, who, if required by Landlord, deliver to Landlord before commencement of their work proof of such insurance coverage as Landlord may require, with Landlord named as an additional insured, and (f) shall be done only at such time and in such manner as Landlord may reasonably specify. Tenant shall indemnify, defend and hold harmless Landlord from and against all liens, claims, damages, losses, liabilities and expenses, including attorneys’ fees, which may arise out of, or be connected in any way with any Alterations. Within ten (10) days following the imposition of any lien resulting from any Alterations, Tenant shall cause such lien to be released of record by payment of money or posting of a proper bond.

Alterations. Except as provided in Subject to the immediately preceding subparagraph, requirements of Article IX below and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearinsurers providing insurance coverage thereto, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shallmake, at its sole cost and expense, obtain all necessary approvals such alterations, improvements and permits pertaining additions of any kind to the Premises (collectively referred to herein as the “Alterations”) as Tenant deems desirable in the conduct of its business provided that such Alterations: (a) do not reduce, diminish or otherwise adversely affect the fair market value or utility of the Premises, or any part thereof; (b) do not reduce, diminish or otherwise adversely affect the useful life of the Premises, or any part thereof; and/or (c) do not change the general character or use of the Premises or any part thereof. All alterations, improvements, expansions and additions to the Premises, or any part thereof, shall be made in a good and workmanlike manner and in compliance with applicable laws, ordinances, rules, regulations, codes and requirements and any recorded covenants, conditions or restrictions relating to the Premises, or any part thereof. All alterations, improvements, expansions and additions which are not movable trade fixtures shall be the property of Landlord and shall remain upon and be surrendered with the Premises. To the extent such Alterations approved involve changes to the structure or systems of the Premises, as reasonably determined by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforTenant’s architect or engineer, Tenant shall not commence any work with respect furnish to such Alterations Landlord, prior to the commencement of construction, the proposed plans and specifications for Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed, and upon completion of construction, “as-built” plans and specifications for such dateAlterations. Landlord shall provide Tenant with its objections, in writing, to Tenant’s proposed plans and specifications within fifteen (15) days after receipt from Tenant. Tenant hereby indemnifies, defends shall submit revised plans and agrees to hold specifications until such time as Landlord free has approved Tenant’s proposed plans and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any specifications for such Alterations. If permitted Alterations are madeLandlord fails to object, they shall be made at in writing, to Tenant’s sole cost proposed plans and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time specifications within thirty fifteen (3015) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising receipt from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled deemed to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, have approved such proposed plans and not the terms of this Article 5specifications.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no structural or material alterations or additions to the Premises (“"Alterations”") or Alterations having a cost in excess of sixty thousand dollars ($60,000.00) in any one instance without the prior written consent of Landlord, which consent may shall not be withheld in Landlord’s reasonable discretionwithheld, delayed or conditioned, and then only by contractors or mechanics approved by Landlord in writing (which approval shall not be unreasonably withheld, delayed or conditioned) and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Notwithstanding anything to the contrary contained herein, Tenant shall not be required to deliver plans and specifications to Landlord for non-structural alterations (i.e. alterations that do not affect the Building's structure or the Building's systems. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s 's sole cost and expense and shall be and become the property of Landlord, except that specialty Alterations may be removed by Tenant at the end of the Term (and Tenant shall repair any damages to the Premises caused by such removal) provided, however, that Landlord maymay inform Tenant, provided notice is given to if requested by Tenant at the time Landlord approves of the making of such Alteration, that Landlord will require Tenant, at Tenant’s 's expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, any specialty Alteration at the end of the Term and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Termremoval. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise 's improvements shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative administrative/supervision fee up to a maximum of two five percent (25%), only in cases where Tenant orders the work directly from Landlord, in addition to a sum sufficient to compensate Landlord for all third party out-of-pocket costs of Landlord. The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5. Landlord shall not be due any review or management fee in connection with the construction of Tenant's Work or Tenant's move-in.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not, without on each occasion first obtaining Landlord’s prior written consent (which consent shall not be unreasonably withheld, conditioned or delayed), make no alterations any alterations, improvements or additions to the Premises (“Alterations”) Premises, except that Tenant may, without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretionmake minor improvements to the interior of the Premises provided that: (i) they do not impair the structural strength, operation or value of the Building, and then only (ii) Tenant shall take all steps required or permitted by contractors or mechanics approved law to avoid the imposition of any mechanics’ lien upon the Premises, Building and Land. All permanent alterations, improvements and additions, except for minor alterations and improvements, become part of the Premises and the property of Landlord without payment therefor by Landlord in writing and upon shall be surrendered to Landlord at the approval end of the Term; PROVIDED, HOWEVER, if so notified by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionLandlord, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost prior to the end of the Term, remove all and expenseany such alterations and improvements made by Tenant after initial occupancy, obtain all necessary approvals and permits pertaining to any Alterations approved or the parts thereof specified by Landlord. If Landlord, from the Premises and shall repair all damage caused by installation and removal; provided, further, if Tenant, in approving any Alterationsits request for approval of an alteration, specifies a reasonable commencement date therefor, Tenant shall clearly states in its request notice that it will not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to remove the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal alterations upon the expiration or earlier sooner termination of this Lease, then if Landlord approves the Termrequest for consent without conditioning such approval on removing the alterations, then Tenant shall not be required to remove such alterations as so specified in Tenant’s request notice. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after requested by Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled inform Tenant within ten (10) business days following receipt of notice whether Landlord shall require removal at the end of the Term with respect to receive an administrative fee any specific improvements, partitions or fixtures. For purposes of two percent (2%). The construction of initial improvements to the Premises this Section 14, “minor improvements” shall be governed by the terms of the Tenant work letter, attached hereto defined as Exhibit C, and not the terms of this Article 5those improvements costing no more than $50,000.

Alterations. Except as provided in the immediately preceding subparagraph2.5.1 Tenant may make alterations, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations additions or additions improvements to the Premises (“Alterations”) without only with the prior written consent of LandlordLandlord which, which consent may with respect to alterations not affecting the structural components of the Premises or utility systems therein, shall not be withheld in Landlordunreasonably withheld, conditioned, or delayed. 2.5.2 Tenant’s reasonable discretion, written request to Landlord for Alterations must include the names of Tenant’s contractors and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully reasonably detailed and dimensioned plans and specifications pertaining for proposed Alterations. 2.5.3 Landlord must respond to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other written request for Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after of receiving said request. 2.5.4 The term “Alterations” does not include installation of shelves, movable partitions, Tenant’s written request for a determination by Landlord as to whether such Alteration shall equipment, and trade fixtures that may be removed upon performed without damaging existing improvements or the expiration or earlier termination structural integrity of the Term. Any Premises; Landlord’s consent shall not be required for Tenant’s installation or removal of such items. 2.5.5 Tenant shall perform all work related to Alterations of the Premises at Tenant’s expense in compliance with all applicable laws and shall complete all costs attributable Alterations in accordance with plans and specifications approved in writing by Landlord, using contractors approved in writing by Landlord. 2.5.6 Tenant shall pay when due, or furnish a bond for payment of, all claims for labor or materials furnished to or related to for Tenant at or for use in the applicable building codes Premises, which claims are or may be secured by any mechanics’ or materialmens’ liens against the Premises or any interest therein. 2.5.7 Tenant shall remove all Alterations at the end of the city Lease Term unless Landlord consents in writing for Tenant to leave specified Alterations at the Premises, in which the Building is located (or case Tenant shall not remove such Alterations and they shall become Landlord’s property. Tenant shall immediately repair any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements damage to the Premises shall be governed caused by the terms removal of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Alterations.

Alterations. Except Tenant will not make any demolition, alteration, installation, improvement, expansion, reduction or decoration (each, an "Alteration") of or to any Leased Property or any part thereof, except in accordance with the following terms and conditions: (a) The Alteration shall be undertaken in accordance with the applicable provisions of this Lease, Landlord's Loan Documents, the Operating Agreements, the Leases and all Legal Requirements. (b) No Event of Default shall have occurred and be continuing and no Default shall occur as provided a result of such action. (c) The Alteration shall not materially adversely affect the (i) Primary Intended Use or (ii) fair market value of the Leased Property in question. (d) A Material Alteration shall be conducted under the immediately preceding subparagraph, supervision of a Qualified Architect or Engineer and except for non-structural and non-Building system alterations shall not in excess of Seventy-Five Thousand Dollars be undertaken until ten ($75,00010) in any Lease Year, Tenant Business Days after there shall make no alterations or additions have been delivered to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, for information purposes only and then only by contractors or mechanics approved by Landlord in writing and upon the not for approval by Landlord in writing of fully Landlord, detailed and dimensioned plans and specifications pertaining to the Alterations in questionand cost estimates therefor, to be prepared and submitted approved in writing by Tenantsuch Qualified Architect or Engineer. Such plans and specifications may be revised at any time and from time to time, at its sole cost provided that material revisions of such plans and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining specifications shall be delivered to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant for information purposes only. (e) Other than in connection with any Alterations. If permitted Alterations are madeRestoration, they shall be made at Tenant’s sole cost the Alteration may not, in and expense and shall be and become of itself, either during the property of Alteration or upon completion, materially adversely affect the Receipts derived from the Leased Property in question, taking into account the Percentage Rent requirements hereunder; provided that if, as reasonably determined by Landlord, except that Landlord may, provided notice is given such Alteration would materially adversely affect the Net Operating Income at such Leased Property (taking into account any amount then in any reserve account funded pursuant to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, any Cash Management Procedures and permitted to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required be used in connection with an such Material Alteration), then in order to proceed with the Alteration, Landlord may require removal Tenant shall deliver to a Depositary Eligible Collateral in the total amount of such the estimated reduction in Net Operating Income resulting from the Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration which Eligible Collateral shall be removed upon the expiration or earlier termination returned to Tenant after substantial completion of the Term. Any Alteration if the reduction in Net Operating Income has been restored and all costs attributable to or related to the applicable building codes no Event of the city in which the Building Default has occurred and is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5continuing.

Alterations. Except as provided in Subject to the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess applicable provisions of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearthis Lease, Tenant shall have the right to construct additional improvements and to make no alterations subsequent alterations, additions or additions other changes to any improvements or fixtures existing from time to time, and the Premises shall constitute all such improvements as they exist from time to time. In connection with any action which Tenant may take with respect to Tenant's rights pursuant hereto, Landlord shall not be responsible for and Tenant shall pay all costs, expenses and liabilities arising out of or in any way connected with such improvements, alterations, additions or other changes made by Tenant, including without limitation materialmens’ and mechanic’s liens. If any lien or encumbrance (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors other than those permitted hereunder or mechanics approved liens otherwise authorized by Landlord in writing and upon writing) is filed against the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionPremises, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to date that Landlord or related to the applicable building codes Tenant receives notice or otherwise becomes aware of the city in which the Building is located (same, whichever occurs first, Tenant shall have such lien released or bonded. Tenant covenants and agrees that Landlord shall not be called upon or be obligated to make any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost repairs whatsoever in or about the Premises, and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall not be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements liable or accountable for any damages to the Premises or any property located thereon. Tenant shall have the right at any time to demolish or substantially demolish improvements located upon the Premises. No such alteration or demolition shall have any impact on Tenant’s obligation to pay the Base Rent or and other sums required to be governed by paid to Landlord under this Lease. In making improvements and alterations, Tenant shall not be deemed Landlord's agent and shall hold Landlord harmless from any expense or damage Landlord may incur or suffer. During the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms term of this Article 5Lease, title to all improvements shall at all times be vested in Landlord.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Alterations that (i) do not exceed $5,000 in the aggregate, (ii) are not visible from the exterior of the Premises, (iii) do not affect any Building system alterations System or the structural strength of the Building, (iv) do not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearrequire penetrations into the floor, Tenant shall make no alterations ceiling or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretionwalls, and then only by contractors (v) do not require work within the walls, below the floor or mechanics approved by Landlord in writing and upon above the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforceiling, Tenant shall not commence make or permit any work with Alterations in or to the Premises without first obtaining Landlord’s consent, which consent shall not be unreasonably withheld. With respect to such any Alterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to such date. commencing any Alteration, Tenant hereby indemnifiesshall deliver to Landlord the plans, defends specifications and agrees to hold Landlord free necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and harmless from all liens subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and claims any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of lienany contractor or subcontractor, which approval shall not be unreasonably withheld, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all other liabilityLaws and the plans and specifications delivered to, claims and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable costs and demands expenses in connection with Landlord’s review of Tenant’s plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary, and (v) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of any work done or material supplied to such construction. Any Alteration by Tenant shall be the Premises by or at the request property of Tenant in connection with any Alterations. If permitted Alterations are made, they until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall be made at Tenant’s sole cost and expense and shall be remain on the Property and become the property of Landlord, except that Landlord may, provided unless Landlord gives notice is given to Tenant at to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the time Landlord approves such Alteration, require Tenant, at Premises to the condition existing prior to Tenant’s expenseAlteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove all partitions, counters, railings and other the Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon at the expiration or earlier termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Term. If Landlord’s approval is not required in connection with an AlterationPremises, Landlord may require provided that the installation and removal of such Alteration, as aforesaid, at them will not affect any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination structural portion of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Property, any Building is located (System or any other authority having jurisdiction over equipment or facilities serving the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations Building or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5occupant.

Alterations. Except as provided Other than in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearconnection with Tenant's Work, Tenant shall not make no any structural alterations in any portion of the Premises, nor make any alterations in the storefront or additions to the Premises exterior of the Premises, without Landlord's prior written consent, which consent may be withheld by Landlord in its sole discretion. Tenant shall not make any interior alterations affecting the common utility or common mechanical systems of the Project (“Alterations”) including, without limitation electrical, plumbing or heating, ventilating and air conditioning systems), without first obtaining the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord agrees that Tenant may make interior, non-structural alterations which do not affect the common utility or mechanical systems of the Project without Landlord's consent, provided that all such alterations comply with respect to such Alterations applicable codes and provided Tenant gives Landlord prior to such datewritten notice of said proposed alterations. Tenant hereby indemnifiesAll alterations, defends additions and agrees to hold Landlord free and harmless from all liens and claims of lienimprovements provided for herein shall become, and all other liabilityupon completion, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages subject to the Premises caused by such removal upon terms of this Lease. At the expiration of the Lease or earlier termination of the Term. If Landlord’s approval is not required this Lease, unless non-removal by Tenant was agreed to by Landlord in connection with an Alterationthe Landlord's initial approval, Landlord may require removal of Tenant shall promptly remove all alterations, additions and improvements and any other property placed in the Premises by Tenant and Tenant shall repair any damage caused by such Alterationremoval. Tenant shall not be required to remove any alterations, as aforesaidadditions and improvements unless, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as prior to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord advises Tenant that it desires for Tenant to remove such alterations, additions or improvements and Tenant shall not in any event be entitled required to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5remove any structural improvements.

Alterations. Except as provided in for aesthetic or cosmetic changes that are not readily visible from the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess exterior of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforLeased Premises, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done permit alterations in or material supplied to the Leased Premises by or unless and until Landlord has approved the plans therefor in writing. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Sublease, which Landlord will expressly state in writing when approving said plans; otherwise, all such alterations shall, at Landlord's option, become a part of the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost realty and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed shall not be removed by Tenant. Tenant shall ensure that all alterations shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to repair any damages to or better than the Premises caused by such removal upon the expiration or earlier termination original construction of the TermBuilding. If Landlord’s approval is not required Tenant shall indemnify Landlord from all reasonable and documented costs, losses, expenses and reasonable attorneys' fees in connection with an Alterationany construction or alteration for work performed by or on behalf of Tenant. Contractors and subcontractors authorized by Landlord to perform such alterations shall be subject to Landlord’s written consent, including any contingencies included therein. Prior to commencing any alterations performed by any contractor, Tenant or contractor shall: (a) obtain all permits, licenses, and approvals required for Tenant to perform such work; (b) deliver to Landlord: (i) copies of such permits, licenses, and approvals and (ii) evidence reasonably satisfactory to Landlord that Tenant and/or Tenant’s contractor has procured workers’ compensation, general liability, and personal and property damage insurance as Landlord may require removal reasonably require; (c) cause any such work to be performed (i) in accordance with the plans approved by Landlord and (ii) in a good and workmanlike manner and in compliance with all applicable laws; (d) ensure that all contractors, subcontractors, laborers, and suppliers performing work or supplying materials are paid in full; and (e) during the performance of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination work, observe and perform all of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to obligations under this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Sublease.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations any alterations, additions or additions improvements to the Premises (“Alterations”) or Property without the prior written consent of Landlord, Landlord which consent may shall not be unreasonably withheld in Landlord’s reasonable discretionor delayed. Notwithstanding the aforesaid, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense expense, may install such trade fixtures as structural integrity and support provided by the roof, exterior walls, or subfloors. All such trade fixtures shall be constructed and/or installed by contractors approved by Landlord, in a good and become the property workmanlike manner, and in compliance with all applicable governmental and quasi-governmental laws, ordinances and regulations, as well as all requirements of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon Insurance carrier. Upon the expiration or earlier termination of this Lease, Tenant shall remove all trade fixtures and any other alterations, additions or improvements installed by Tenant within the TermPremises; and, upon such removal, Tenant shall restore the Premises to a condition substantially similar to that condition when received by Tenant reasonable wear and tear excepted. If However, notwithstanding the aforesaid, upon Landlord’s approval is not required in connection with an Alterationwritten election to be exercised, if at all, when Landlord may require removal approves the proposed work, such alterations, additions and improvements shall revert to Landlord and shall remain within the Premises. In no event shall Landlord have any right to any of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord trade fixtures; and, except as to whether otherwise set forth in this Lease, Tenant may remove such Alteration shall be removed trade fixtures upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or this Lease, provided Tenant repairs any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid damage caused by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5such removal.

Alterations. Except (a) Notwithstanding anything contained herein to the contrary, Tenant shall inspect the demised premises on the Commencement Date and agrees to accept same “as provided is,” so long as Landlord’s Work has been completed pursuant to Article 89, and to be responsible, at Tenant’s sole expense, for any and all structural and nonstructural improvements, additions, changes, repairs, alterations, violations, and other work desired by Tenant or required by law within the demised premises. (b) Tenant shall not make improvements, changes, additions or alterations of any kind or nature, whatsoever, without first obtaining Landlord’s prior written consent thereto in each instance, such consent not to be unreasonably withheld or delayed; provided, however, Landlord shall not unreasonably withhold its consent for alterations which (i) are within the demised premises, (ii) are non-structural in nature, (iii) will not affect any Building system, (iv) do not require the issuance of any building permits, and (v) cost less than $200,000.00 in the immediately preceding subparagraphaggregate. Tenant shall not construct or expand any mezzanines, and except for if any. No consent or approval by Landlord shall be binding or effective unless in writing. Any alteration or repair which Tenant is either required or permitted to make under this Lease shall only be performed by contractors reasonably approved in writing by Landlord. In addition, notwithstanding the foregoing, Tenant may perform alterations which are non-structural and non-Building system purely decorative in nature, such as painting and wall and floor covering, without Landlord’s prior written consent. (c) All work to be performed at or with respect to the demised premises and all other work necessary for the operation of Tenant’s business at the demised premises shall be performed by Tenant and shall constitute “Tenant’s Work” hereunder. Such work shall be performed by Tenant at Tenant’s sole cost and expense using materials reasonably approved by Landlord and in accordance with the plans and specifications prepared by Tenant’s registered architect and duly licensed engineer in conformity with the provisions hereof. Tenant shall prepare and submit to Landlord for approval two (2) complete sets of plans and specifications covering Tenant’s Work prepared in conformity with the applicable provisions hereof which shall include complete, detailed architectural and engineering drawings and specifications, including construction, demolition, structural, mechanical, electrical, reflected ceiling, partition layout and all other applicable drawings and plans for any such improvements, changes, additions or alterations not to be performed by Tenant that are structural in excess nature or require building permits (the “Plans and Specifications”). The Plans and Specifications shall contain sufficient information to convey Tenant’s proposed design to Landlord. If Landlord shall notify Tenant of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearobjections to such Plans and Specifications, Tenant shall make no alterations or additions necessary revisions and resubmit the same for Landlord’s approval. (d) Tenant, at Tenant’s sole cost and expense, shall complete Tenant’s Work in accordance with the provisions of this Article 53 and the Lease. Tenant’s Work shall be deemed completed at such time as (i) all final certifications, approvals, licenses and permits with respect to Tenant’s Work and the Premises (“Alterations”) without the prior written consent of Landlord, which consent permitted use that may be withheld in Landlord’s reasonable discretionrequired from any governmental authority having jurisdiction, and then only by contractors from the New York Board of Fire Underwriters or mechanics approved by Landlord any similar body for the use and occupancy of the demised premises have been obtained in writing accordance with the provisions of this Lease and upon the approval by Landlord in writing of fully detailed delivered to Landlord; and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by (ii) Tenant, at its sole cost and expense. Tenant , shall: (1) furnish evidence reasonably satisfactory to Landlord that all of Tenant’s Work has been completed and paid for in full, at its sole cost including without limit, delivery of final lien waivers, (and expense, obtain all necessary approvals and permits pertaining to any Alterations approved such work has been accepted by Landlord. If ) and that any and all liens therefor that have been filed have been discharged of record (by payment, bond, order of a court of competent jurisdiction or otherwise) or waived and no security interest relating thereto are outstanding; (2) pay Landlord for the reasonable, out-of-pocket third party cost of any Tenant’s Work done for Tenant by Landlord and all other charges due hereunder with respect to Tenant’s initial alterations only, (3) to the extent not previously provided, furnish to Landlord the insurance and certificates required by this Lease; and (4) furnish an affidavit in the form recommended by the American Institute of Architects from Tenant’s registered architect certifying that all work performed in the demised premises is in accordance with the Final Plans and Specifications. (e) All Tenant’s Work shall comply with: (i) all codes, laws, ordinances, order and regulations of all governmental authorities having jurisdiction, including, without limitation, the Building and Fire Codes of the City of New York; (ii) all applicable standards of the New York Board of Fire Underwriters, The National Electrical Code, The Occupational Safety and Health Administration, The American Society of Heating, Refrigeration and Air Conditioning Engineers, I.S.O., and any similar or successor bodies thereto; and (iii) the requirements of Landlord, in approving any Alterations, specifies a reasonable commencement date therefor’s insurance carriers. (f) In connection with Tenant’s Work, Tenant shall not commence any work with respect cause to such Alterations prior to such date. Tenant hereby indemnifiesbe prepared all drawings, defends plans and agrees to hold Landlord free and harmless from all liens and claims of lienspecifications, and all other liabilityreports, claims applications and demands arising out materials, required by the Building Department of the City of New York and any work done other governmental authorities having jurisdiction with respect to Tenant’s Work and any permits and special licenses which may be required for or material supplied to the Premises by or at the request of Tenant in connection with Tenant’s Work or the permitted use. Any and all filings of such drawings, plans, specifications, reports, applications and other materials with the Building Department of the City of New York and any Alterations. If permitted Alterations are made, they other governmental authorities having jurisdiction shall be made solely by Tenant at Tenant’s sole cost and expense expense. Nothing herein shall be deemed to, or operate to, create any liability or other obligation on the part of Landlord in the event that any such filings shall not be approved by the Building Department of the City of New York or any other governmental authority having jurisdiction; provided, however, that Landlord shall use good faith efforts to assist or provide approvals with requests to Tenant’s obligations to obtain such permits, at no cost to Landlord. After such filings have been so approved, unless Landlord shall otherwise direct, Tenant, at its own cost and expense, shall cause the contractor and/or Tenant’s registered architect to: (i) prior to the commencement of Tenant’s Work, obtain all necessary permits and licenses required for Tenant’s Work from the Building Department of the City of New York and any other governmental authorities having jurisdiction; and (ii) upon completion of Tenant’s Work, obtain all necessary certificates of acceptance or completion which may be required from the Building Department of the City of New York and any other governmental authorities having jurisdiction. (g) Tenant’s contractors and subcontractors shall be required to provide, in addition to the insurance required of Tenant pursuant to the Lease, builders’ risk insurance, workers compensation, and public liability insurance, which policies shall contain endorsements naming the Landlord, and any Superior Mortgagee and any Superior Lessor as additional insured under such policies. The policies of insurance required to be carried under this Section 53(g) shall contain the following endorsement: “It is understood and agreed that the coverage of this policy shall not be canceled or modified by the company until the company has mailed written notice, by registered or certified mail, return receipt requested, to Landlord stating when, but in no event less than ten (10) days thereafter, such cancellation or modification in coverage shall be effective.” Prior to the commencement of Tenant’s Work, Tenant and Tenant’s contractors and subcontractors shall provide Landlord with copies of certificates or memoranda of insurance showing coverage as required under this Article 53, which certificate shall name Landlord, and any superior landlord and superior mortgagee as additional insured. Any insurance which Tenant, Tenant’s contractors or Tenant’s subcontractors are obligated to carry hereunder shall be issued by insurance companies authorized to do business in the State of New York and reasonably satisfactory to Landlord. (h) No item shall be mounted on or hung from the interior or exterior of the Building (except within the Demised Premises) by Tenant without Landlord’s prior written approval which may be arbitrarily withheld. If Tenant desires to mount or hang anything outside of the Demised Premises, Tenant shall notify Landlord of the loads involved and shall pay all costs involved. (i) Any approval or consent by Landlord shall in no way obligate Landlord in any manner whatsoever in respect to the finished product designed and/or constructed by Tenant, nor be deemed a representation or warranty of Landlord as to the adequacy or sufficiency of any matter approved or consented to for Tenant’s purposes or otherwise. Any deficiency in design or construction, although approved by Landlord, shall be solely the responsibility of Tenant. All work performed by or on Tenant’s behalf shall be done in a workmanlike manner. (j) Subject to Article 13 of this Lease, Landlord shall have the right to inspect Tenant’s Work at any time to verify compliance by Tenant with the provisions of this Article 53. (k) All improvements, additions or alterations to the demised premises, including, without limitation, light fixtures, HVAC equipment, plumbing and connected equipment such as sinks and toilets, all bathroom fixture, kitchen equipment, but excluding Tenant’s moveable trade fixtures, cabling, wiring, floor covering, wall covering, millwork, electronic security system shall, in accordance with the provisions of Article 3, become the property of Landlord and shall remain in the demised premises on the Expiration Date or sooner termination of this Lease unless, simultaneously with Landlord’s consent of the performance of same, except that Landlord may, provided notice is given to Tenant at the time Landlord approves requires removal of any such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal property upon the expiration or earlier sooner termination of the Term. If LandlordTerm in accordance with the provisions of Article 3. (l) All improvements, additions or alterations shall be promptly commenced and completed and shall be performed in such manner so as not to interfere with the occupancy of any other Tenant nor delay or impose any additional expense upon Landlord in the maintenance, cleaning, repair, safety, management and security of the Building or the Building’s approval is equipment or in the performance of any improvements in the Building. (m) Tenant agrees that it will not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time prior to or during the Term of this Lease, either directly or indirectly, knowingly employ or permit the employment of any contractor, mechanic or laborer or permit any materials in the demised premises, if the use of such contractor, mechanic or laborer or such materials would, in Landlord’s sole and exclusive opinion, create any difficulty, work slowdown, sabotage, wild-cat strike, strike or jurisdictional dispute with other contractors, mechanics and/or laborers engaged by Tenant or Landlord or others, or would in any way disturb the peaceful and harmonious construction, maintenance, cleaning, repair, management, security or operation of the Building or any part thereof or in any other building owned by Landlord (or an affiliate of Landlord or co-venturer of Landlord). In the event of any interference or conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers, or all materials causing, in Landlord’s sole and exclusive opinion, such interference, difficulty or conflict, to leave or be removed from the Building immediately. Tenant shall use only Landlord’s contractors or such other contractors approved in writing in advance by Landlord. This Section 53(m) shall survive the expiration or sooner termination hereof. (n) Tenant shall do all things reasonably necessary to prevent the filing of any mechanic’s or other lien against the demised premises or any other portion of the Building or the interest of Landlord or any mortgagee by reason of any work, labor, services or materials performed or supplied or claimed to have been performed for or supplied to Tenant, or anyone holding the demised premises, or any part thereof, through or under Tenant. If any such lien due to Tenant shall at any time be filed, Tenant shall either cause the same to be vacated and canceled of record within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination date of the Term. Any filing thereof or, if Tenant in good faith determines that such lien should be contested, Tenant shall furnish such security, by surety bond or otherwise, as may be necessary or prescribed by law to release the same as a lien against the demised premises and all costs attributable to or related to the applicable building codes of the city in which the Building and to prevent any foreclosure of such lien during the pendency of such contest. If Tenant shall fail to vacate or release such lien in the manner and within the time period aforesaid, or such additional time as may be reasonably necessary in the event Tenant is located (or prosecuting the removal of such lien in good faith, then, in addition to any other authority having jurisdiction over the Building) arising right or remedy of Landlord resulting from Tenant’s planssaid default, specificationsLandlord may, improvementsbut shall not be obligated to, alterations vacate or otherwise release the same either by paying the amount claimed to be due or by procuring the release of such lien by giving security or in such other manner as may be prescribed by law. Tenant shall repay to Landlord, on demand, all reasonable out of pocket sums disbursed or deposited by Landlord pursuant to the foregoing provisions of this Article, including Landlord’s cost and expenses and reasonable attorneys’ fees incurred in connection therewith. Nothing in this Lease contained shall be paid deemed or construed in any way as constituting the consent or request of Landlord, express or implied by inference or otherwise, to any contractor, subcontractor, laborer or materialman for the performance of any labor or the furnishing of any materials for any specific improvement, alteration to or repairs of the demised premises, the Building or any part thereof, nor as giving Tenant at a right, power or authority to contract for or permit the rendering of any services or the furnishing of any materials that would give rise to the filing of any mechanics or other liens against Landlord’s interest in the demised premises or the Building. Notice is hereby given that neither Landlord, Landlord’s agents, nor any mortgagee shall be liable for any labor or materials furnished or to be furnished to Tenant upon credit, and that no mechanic’s or other lien for such labor or materials shall attach to or affect any estate or interest of Landlord, or any mortgagee in and to the demised premises or the Building. (o) Before commencing any work or alteration that will cost more than $200,000.00 (exclusive of the cost of work purely decorative in nature), as estimated by an architect or contractor designated by Landlord, Tenant shall furnish to Landlord either (i) a performance bond and a labor and materials payment bond (issued by a corporate surety licensed to do business in New York and approved by Landlord), each in an amount equal to 125% of such estimated cost and in form satisfactory to Landlord, or (ii) such other security as shall be satisfactory to Landlord in its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5judgment.

Alterations. 6.1 Except as for those, if any, specifically provided for in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearExhibit B to this Lease, Tenant shall not make no alterations or additions suffer to be made any alterations, additions, or improvements, including but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises (“Alterations”) or any part thereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord, which consent may be withheld in except that Landlord’s reasonable discretionconsent shall not be required for any interior, nonstructural alteration, addition, or improvement that does not exceed Fifteen Thousand Dollars ($15,000) in cost per project so long as (a) such alteration, addition, or improvement does not impact the base structural components or systems of the Building and then only (b) such alteration, addition or improvement is not visible from the outside of the Building. When applying for such consent, Tenant shall, if requested by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned Landlord, furnish complete plans and specifications pertaining for such alterations, additions and improvements. Landlord’s consent shall not be unreasonably withheld with respect to alterations which (i) are not structural in nature, (ii) are not visible from the Alterations exterior of the Building (iii) do not affect or require modification of the Buildings electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $5.00 per rentable square foot of that portion of the Premises affected by the alterations in question. 6.2 Whether or not Landlord’s consent is required for the making of any such alteration, to be prepared and submitted addition or improvement by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations the same shall be made by using either Landlords contractor or a contractor reasonably approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made either event at Tenant’s sole cost and expense expense. If Tenant shall employ any contactor other than Landlords contactor and such other contactor or any subcontractor of such other contactor shall employ any non-union labor or supplier, Tenant shall be responsible for and become hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the property wage, hours, terms or conditions of Landlord, except that Landlord the employment of any such labor. Tenant may, provided notice is given at its option, engage Landlord to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenantprovide construction management services, and in such event, Landlord may charge Tenant a construction management fee to repair any damages cover its overhead as it relates to the Premises caused such proposed work, plus third-party costs actually incurred by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required Landlord in connection with an Alterationthe proposed work and the design thereof, Landlord may require removal of with all such Alteration, as aforesaid, at any time within thirty amounts being due ten (3010) days after Landlords written demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. At Tenant’s written request upon Tenant’s application to Landlord for a determination by consent to the making of an alteration, addition or improvement to the Premises, Landlord shall advise Tenant as to whether Landlord requires Tenant to remove such Alteration alteration, addition or improvement upon expiration of the Lease Term. In no event shall Tenant be removed obligated to remove any alteration, addition or improvement which exists upon the Premises on or before the execution of this Lease or any alteration, addition, or improvement which Landlord had not advised Tenant to remove upon expiration or earlier termination of the Term. Any and all costs attributable Lease Term when consenting to such alteration, addition, or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5improvement.

Alterations. 6.1 Except as for those, if any, specifically provided for in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearExhibit B to this Lease, Tenant shall not make no alterations or additions suffer to be made any alterations, additions, or improvements, including, but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises (“Alterations”) or any part thereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord. When applying for such consent, which consent may be withheld in Tenant shall, if requested by Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned furnish complete plans and specifications pertaining for such alterations, additions and improvements. Landlord’s consent shall not be required (but notice to Landlord shall be required) with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $5.00 per rentable square foot of that portion of the Premises affected by the alterations in question. 6.2 In the event Landlord consents to the Alterations in questionmaking of any such alteration, to be prepared and submitted addition or improvement by Tenant, at its sole cost and expense. Tenant shallor to the extent that Landlord’s consent is not required for same, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations the same shall be made by using either Landlord’s contractor or a contractor reasonably approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made either event at Tenant’s sole cost and expense expense. If Tenant shall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and become hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the property wage, hours, terms or conditions of Landlordthe employment of any such labor. In any event Landlord may charge Tenant a construction management fee not to exceed three percent (3%) of the cost of such work if Landlord manages such construction, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expenseotherwise seventy-five one hundredths percent (.75%), to remove all partitionscover its overhead as it relates to such proposed work, counters, railings and other Alterations installed plus third-party costs actually incurred by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required Landlord in connection with an Alterationthe proposed work and the design thereof, Landlord may require removal of with all such Alteration, as aforesaid, at any time within amounts being due thirty (30) days after TenantLandlord’s written request for a determination demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to whether such Alteration shall be removed upon the expiration or earlier termination assure payment of the Termcosts thereof, including but not limited to, notices of non-responsibility, waivers of lien, surety company performance bonds and funded construction escrows and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Any and all costs Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or related to improvement for so long, during the applicable building codes of the city in which the Building Term, as such increase is located (or any other authority having jurisdiction over the Building) arising from Tenantascertainable; at Landlord’s plans, specifications, improvements, alterations or otherwise election said sums shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this in the same way as sums due under Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 54.

Alterations. Except as provided in Subsequent to the immediately preceding subparagraphcompletion of any Landlord’s Work pursuant to Section 2, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearif any, Tenant shall make no alterations not attach any fixtures, equipment or additions other items to the Premises Premises, or paint or make any other additions, changes, alterations, repairs or improvements (collectively hereinafter “Alterations”) to the Premises, Building , Property, or Center without the Landlord’s prior written consent of Landlordconsent, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining with respect to Alterations to the Alterations Premises will not be unreasonably withheld so long as Tenant is not then in question, to be prepared and submitted by Tenant, at its sole cost and expensedefault of this Lease (beyond any applicable cure period). Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to For any proposed work in excess of $5,000 or that involves any Alterations approved by Landlordto the structure of the Building or the Systems and Equipment, Landlord may condition its consent on Tenant’s delivery to Landlord of a letter of credit or completion bond in the amount of 50% of the estimated cost of the Alterations, conditioned upon Tenant’s timely completion of the work and payment of all persons having lien rights on account of the work. If Landlord, in approving Landlord consents to any Alterations, specifies a reasonable commencement date therefor, Tenant Landlord may post notices of nonresponsibility in accordance with law. Any Alterations so made shall not commence any work remain on and be surrendered with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by upon expiration or at the request earlier termination of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlordthis Lease, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the within thirty (30) days before expiration of this Lease or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and this Lease elect to require Tenant to remove any or all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Alterations at Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard ; provided, however, at the time Tenant submits plans for requested Alterations to repairsLandlord for Landlord’s approval, Tenant may request Landlord to identify which Alterations Landlord may require Tenant to remove at the termination of or any other work arising from or related to expiration of this Article 5Lease, and Landlord shall be entitled make such identification simultaneous with its approval (if any) of the Alterations. If Landlord elects to receive an administrative fee require removal of two percent Alterations, then at its own and sole cost Tenant shall restore the Premises to the condition prior to the installation of the alteration (2%reasonable wear and tear, condemnation and casualty damage excepted), before the last day of the term or within thirty (30) days after notice of its election is given, whichever is later. The construction If after receiving Landlord’s consent to any alteration, Tenant changes or modifies its planned alteration, Tenant shall obtain Landlord’s consent to all such changes and modifications. Landlord consents to all of initial improvements Tenant’s Alterations to the Premises shall be governed by in existence on the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms date of this Article 5Lease.

Alterations. Except All improvements and alterations to the Leased Premises to be made by Tenant shall be installed at the cost and expense of Tenant (which cost shall be payable on demand by Landlord as provided additional rent), but only in the immediately preceding subparagraphaccordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and except only by Landlord or by contractors and subcontractors approved in writing by Landlord (which approval shall not be unreasonably withheld). In connection with any request for non-an approval of alterations by Tenant, Landlord may retain the services of an architect and/or engineer and Tenant shall reimburse Landlord for the reasonable fees of such architect and/or engineer. All alterations, additions, improvements and partitions erected by Tenant shall be and remain the property of Tenant during the term of this Lease and Tenant shall, unless Landlord otherwise elects as hereinafter provided, remove all alterations, improvements and partitions erected by Tenant made after Lease Commencement and restore the Leased Premises to its original condition by the date of termination of this Lease or upon earlier vacating of the Leased Premises; provided, however, that, if at such time Landlord so elects, such alterations, additions, improvements and partitions shall become the property of Landlord as of the date of termination of this Lease or upon earlier vacating of the Leased Premises and title shall pass to Landlord under this Lease as by a xxxx of sale. All such removals and restoration shall be accomplished in a good workmanlike manner by contractors approved in writing by Landlord so as not to damage the primary structure or structural qualities of the Building. All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all governmental laws, ordinances, rules and non-Building system alterations regulations and Tenant shall, prior to construction, provide such assurances to Landlord, including but not in excess limited to, waivers of Seventy-Five Thousand Dollars ($75,000) in lien, surety company performance bonds and personal guaranties of individuals of substance, as Landlord shall require to assure payment of the costs thereof and to protect Landlord against any Lease Yearloss from any mechanics', laborers', materialmen's or other liens. As of the Effective Date, Tenant shall make no alterations or additions be allowed to maintain its signage located on the Premises North side of the exterior of the building as well as interior signs in the first and third floor lobbies, provided that (“Alterations”i) without the prior written consent of Landlord, which consent may any and all costs to maintain said signs will be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted paid solely by Tenant, and (ii) upon not less than thirty (30) days notice, Tenant shall at its sole cost and expenseexpense remove the exterior sign from the Building and repair any and all damage to the Building caused by such removal. In the event Landlord is installing exterior signage at the time it delivers notice to Tenant shallto remove its sign, Landlord agrees to pay one-half of the cost of the lift required for the removal of Tenant's sign. Upon the expiration of this Lease, any remaining signs will be removed by Tenant at its Tenant's sole cost expense and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlordshall remain the property of Tenant. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforExcept as expressly set forth herein, Tenant shall not commence have no right to install any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done signage on the Property or material supplied to the Premises by interior or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination exterior of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided No alteration, addition, improvement, or other change in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Leased Premises (hereinafter an “AlterationsAlteration”) shall be made by Tenant except under the following circumstances: (a) no Alteration shall be made without the prior written consent of LandlordLandlord to the specific Alteration, which consent may except usual nonstructural interior alterations that are wholly within the Leased Premises and that do not adversely affect any Building systems; (b) no Alteration shall be withheld commenced until Tenant has first obtained and paid for all required permits and authorizations of all governmental authorities having jurisdiction; (c) any Alteration shall be made promptly and in Landlord’s reasonable discretiona good and workmanlike manner and in compliance with all laws, ordinances, regulations, and then only by contractors requirements of all governmental authorities; (d) the cost of any such Alteration shall be paid in cash or mechanics approved by Landlord in writing and upon its equivalent, so that the approval by Landlord in writing Leased Premises shall at all times be free of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lienfor work, and all other liabilitylabor, claims and demands arising out of any work done or material materials supplied or claimed to have been supplied to the Leased Premises by and, if Landlord at any time so requests, no Alteration shall commence or at the request of proceed unless Tenant in connection with gives evidence reasonably satisfactory to Landlord that such Alteration will be fully paid for upon completion; and (e) any Alterations. If permitted Alterations are made, they Alteration shall be made at Tenant’s sole cost immediately become and expense and shall be and become remain the property of Landlord. Landlord shall have the right at its option to require Tenant to remove any Alteration and to restore the Leased Premises to the same condition as before the Alteration was made, except that so long as Landlord may, provided notice is given to Tenant has expressly stated such removal requirement at the time Landlord approves such Alteration, require Tenant, at Tenantof Landlord’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages consent to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal construction of such Alteration. Notwithstanding the foregoing, as aforesaidLandlord hereby states that all Tenant Improvements are permitted to remain in the Leased Premises, at without any time within thirty (30) days after removal obligation of Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed , upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5lease.

Alterations. Except as provided in the immediately preceding subparagraph(a) Tenant shall not make or suffer to be made any alterations, and except for non-structural and non-Building system alterations not additions or improvements costing in excess of Seventy-Five Thousand Dollars $50,000 per project ($75,000) in any Lease Yearcollectively, Tenant shall make no alterations or additions to the Premises (“Alterations”) in, on or to the Premises or any part thereof without the prior written consent of Landlord, which consent may shall not be withheld in unreasonably withheld, conditioned or delayed. However, regardless of the cost of any Alteration, if such Alteration would affect the structural integrity or exterior of the Premises, then Landlord shall have the right to withhold consent to such Alteration at Landlord’s reasonable discretion. Any Alterations in, and then only by contractors on or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Premises, except for Tenant’s movable furniture and equipment, shall become Landlord’s property at the end of the Term and shall remain on the Premises without compensation to Tenant. In the event Landlord consents to the making of any Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they same shall be made by Tenant, at Tenant’s sole cost and expense, substantially in accordance with plans and specifications approved by Landlord, and any contractor or person selected by Tenant to make the same must be first approved in writing by Landlord, who shall not unreasonably withhold, delay or condition such consent. Tenant shall give to Landlord at least five (5) business days prior notice of commencement of any construction on the Premises. (b) Notwithstanding anything herein to the contrary, Tenant shall have the right from time to time without Landlord’s consent, but with notice and provision of plans to Landlord, to: (i) relocate electrical outlets; (ii) install and remove permanent workstations (though not cubicles); (iii) install and remove Tenant’s hard-wired equipment and perform cable pulls in connection therewith; and (iv) install and remove carpeting and other floor coverings; provided that such alterations, improvements or additions do not affect the base building structural, mechanical, or electrical systems or materially adversely affect other tenants in the Building, in which case Tenant must receive Landlord consent as provided in subsection (a), above. (c) Tenant, at its expense and at any time and from time to time, may install in and remove from the Premises Tenant’s property, including, without limitation, its trade fixtures, equipment, removable walls and wall systems, furniture and furnishings, provided such installation is accomplished without damage to Building and Tenant repairs any damage occasioned by such removal. Fixtures other than trade fixtures shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Lease.

Alterations. Except as provided in the immediately preceding subparagraph(a) (Without prejudice to sub clause (b) of this clause) not to carry out any alterations, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations additions or additions other works to the Premises (“Alterations”) without the prior written consent of Landlord, which the Landlord having been obtained (such consent may not to be unreasonably withheld in Landlord’s reasonable discretionor delayed, and then only by contractors provided that — without prejudice to the generality of the foregoing — it shall be reasonable for the Landlord to withhold consent in any circumstances where a proposed alteration or mechanics approved by Landlord in writing and addition to any of the Conducting Media or the systems for the supply of heating, air-conditioning (if any), lighting, electric power or water installed within or upon the approval by Landlord Premises would or might have a material adverse impact upon the Existing EPC rating (and it is agreed that a downgrade in writing of fully detailed and dimensioned plans and specifications pertaining the Existing EPC rating shall constitute a material adverse impact). (b) Not to carry out any alterations, additions or other works to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain Premises before all necessary approvals and approvals, consents, licences, permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out or permissions of any work done competent authority, body or material supplied person have been obtained and such alterations, additions or works shall be carried out strictly in accordance with their terms and conditions. (c) To permit the Landlord and others authorised by the Landlord to enter upon the Premises at reasonable hours during the daytime for the purpose of seeing that all alterations, additions or other works are being or have been carried out in all respects in conformity with this clause and immediately upon being required to do so to remove any alteration, addition or other works of or to the Premises which do not so conform or in respect of which any such approvals, consents, licences, permits or permissions of the competent authority, body or person have been withdrawn or have lapsed and thereupon to make good all damage caused to the Premises and restore and reinstate all affected parts of the Premises to the reasonable satisfaction of the Landlord. (d) If any alterations or additions are made to the Premises, within 30 days following completion of such works to give written notice to the Landlord and at the same time (or at such later date as is reasonable) to provide to the Landlord a copy of the as-built drawings for such works. (e) To pay as additional rent any sums which the Landlord may properly expend by way of additional premiums for the insurance of the Premises by reason of any alterations or additions made to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations or additions to the Premises (“Alterations”) permit any Alterations without the prior written consent of Landlord, which consent may be granted or withheld in Landlord’s 's sole discretion. Landlord may impose any reasonable discretionconditions to its consent, including, without limitation, (i) delivery to Landlord of written and then only unconditional waivers of mechanic's and materialmen's liens as to the Premises, the Building and the Land for all work, labor and services to be performed and materials to be furnished, signed by contractors or mechanics approved by Landlord all contractors, subcontractors, materialmen and laborers participating in writing and upon the Alterations, (ii) prior approval by Landlord in writing of fully detailed and dimensioned the plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work 's contractor(s) with respect to such the Alterations, (iii) supervision by Landlord's representative at Tenant's expense of the Alterations prior and (iv) delivery to such dateLandlord of payment and performance bonds naming Landlord and Mortgagee as obligees. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied The Alterations shall conform to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property requirements of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require 's and Tenant, at Tenant’s expense, to remove all partitions, counters, railings 's insurers and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an AlterationFederal, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any state and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority local governments having jurisdiction over the Building) arising from Tenant’s plansPremises, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost performed in accordance with the terms and expenseprovisions of this Lease in a good and workmanlike manner befitting a first class office building and shall not adversely affect the value, utility or character of the Premises. With regard to repairs, If the Alterations or any other work arising from or related to this Article 5are not performed as herein required, Landlord shall be entitled have the right, at Landlord's option, to receive an administrative fee of two percent (2%). The construction of initial improvements halt any further Alterations, or to require Tenant to perform the Alterations as herein required or to require Tenant to return the Premises shall be governed to its condition before such Alterations. Subject to Section 13.4 herein, all Alterations and fixtures, whether temporary or permanent in character, made in or upon the Premises either by Tenant or Landlord, will immediately become Landlord's property and, at the terms end of the Tenant work letter, attached hereto as Exhibit C, and not Term will remain on the terms of this Article 5Premises without compensation to Tenant.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall have the right to make no improvements, additions, alterations or additions and modifications to the Premises (“Alterations”"Alteration") without from and after the prior written Commencement Date of this Lease with the consent of Landlord, which consent may shall not be unreasonably withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved shall be deemed given if not reasonably withheld by Landlord in a writing and upon the approval by delivered to Tenant within fifteen (15) days after delivery to Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionTenant's request for Landlord's consent; provided however, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, that Tenant shall not commence be required to obtain Landlord's consent to any work Alteration does not affect structure of the Building and costs Five Thousand Dollars ($5,000) or less. All Alterations shall be constructed in accordance with respect applicable Laws and at Tenant's own expense. Subject to such Alterations prior to such date. paragraph 8.D, Tenant hereby indemnifies, defends will indemnify and agrees to hold defend Landlord free and harmless from all liens and claims of lien, and all other liabilityliens, claims or damages caused by Tenant's construction of Alterations to the Premises. All Alterations shall remain the property of Tenant during the Lease Term and demands arising out of may be removed from the Premises at any work done time. Landlord shall have no lien or material supplied to other interest whatsoever in any such Alteration or on any equipment, trade fixtures or personal property installed in the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at its cost (collectively "Tenant's Property"); and within ten (10) days following receipt of a written request, Landlord shall execute documents in reasonable form to evidence such waiver by Landlord of any right, title, fine, or interest in the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove 's Property located in the Premises. Tenant shall restore all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages damage to the Premises caused by such any removal of Tenant's Property. Within ten (10) days following a request by Tenant, Landlord shall inform Tenant whether it reserves the right to any Alteration installed by Tenant removed from the Premises by Tenant upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Lease.

Alterations. 8.1 Except as provided shown on Exhibit D, Tenant shall not make any alterations, additions or improvements in or to the immediately Premises or any part thereof, or attach any fixtures or equipment thereto, without Landlord's prior written consent which consent shall not be unreasonably withheld or delayed. Notwithstanding the preceding subparagraphsentence, and except for non-structural and non-Building system alterations not in excess Tenant may make alterations, additions or improvements without Landlord's consent if the total cost of Seventy-those alterations, additions or improvements is no more than Five Thousand Dollars ($75,0005,000.00) per occurrence and the alterations, additions or improvements will not affect in any Lease Yearway the structural, exterior or roof elements of the Building or the elevator, mechanical, electrical, plumbing or life safety systems of the Building. Tenant shall make no alterations give prior written notice of any such allowed alterations, additions or improvements to Landlord. All alterations, additions and improvements in or to the Premises (“Alterations”) without the prior written consent of Landlord, to which consent may Landlord consents shall be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved made by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by at Tenant, at its 's sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining shall give written notice to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement Landlord of the date therefor, Tenant shall not commence on which construction of any work with respect to such Alterations will be commenced at least five (5) days prior to such that date. Tenant hereby indemnifies, defends shall keep the Premises and agrees to hold Landlord the Building free and harmless from all mechanics' liens and claims of lien, and all other liability, claims and demands liens arising out of any work done performed, labor supplied, materials furnished or material supplied other obligations incurred by Tenant. Tenant shall promptly and fully pay and discharge all claims on which any such lien could be based or shall provide a bond or other adequate security therefor. Landlord shall have the right to post and keep posted on the Premises any notices that may be provided by law or at which Landlord may deem to be proper for the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property protection of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal and the Building from liens, and, upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after days' prior written notice to Tenant’s written request for a determination by , to take any other action Landlord as deems necessary to whether such Alteration remove or discharge liens or encumbrances at the expense of Tenant. 8.2 All alterations, additions, fixtures and improvements shall be removed upon become part of the expiration or earlier Building and Landlord's property. All movable furniture, equipment, trade fixtures, computers, office machines and other personal property shall remain the property of Tenant. Upon termination of the Term. Any this Lease, Tenant shall, at Tenant's expense, remove all such movable furniture, equipment, trade fixtures, computers, office machines and all costs attributable to or related to the applicable building codes of the city in which other personal property from the Building is located (or any other authority having jurisdiction over and repair all damage caused by the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise removal. Termination of this Lease shall be paid by not affect the obligations of Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related pursuant to this Article 5, Landlord shall paragraph 8.2 to be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5performed after termination.

Alterations. Except as provided in the immediately preceding subparagraphAny alterations, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearadditions, Tenant shall make no alterations or additions improvements made to the Premises by or on behalf of Tenant, including additional locks or bolts of any kind or nature upon any doors or windows in the Premises, but excluding installation, removal or realignment of furniture systems (other than removal of furniture systems owned or paid for by Landlord) not involving any modifications to the structure or connections (other then by ordinary plugs or jacks) to building systems (“Alterations”) without the shall be subject to Landlord's prior written consent of Landlordconsent, which consent may be given or withheld in Landlord’s reasonable 's sole discretion if any such Alteration affects the structure or building systems. If Landlord approves any Alterations, Landlord may impose such conditions on Tenant in connection with the commencement, performance and completion of such Alterations as Landlord may deem appropriate in Landlord's sole and absolute discretion. Any request for approval shall be in writing, delivered not less than 15 business days in advance of any proposed construction, and then only accompanied by contractors plans, specifications, bid proposals, work contracts and such other information concerning the nature and cost of the alterations as may be reasonably requested by Landlord, including the identities and mailing addresses of all persons performing work or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned supplying materials. Landlord's right to review plans and specifications pertaining and to the Alterations in questionmonitor construction shall be solely for its own benefit, and Landlord shall have no duty to be prepared ensure that such plans and submitted by Tenant, at its sole cost and expensespecifications or construction comply with applicable Legal Requirements. Tenant shallshall cause, at its sole cost and expense, obtain all necessary approvals Alterations to comply with insurance requirements and permits pertaining with Legal Requirements and shall implement at its sole cost and expense any alteration or modification required by Legal Requirements as a result of any Alterations. Tenant shall pay to any Alterations approved by Landlord. If Landlord, in approving any Alterationsas Additional Rent, specifies a reasonable commencement date therefor, on demand an amount equal to 5% of all charges incurred by Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by its contractors or at the request of Tenant agents in connection with any Alteration to cover Landlord's overhead and expenses for plan review, coordination, scheduling and supervision. Before Tenant begins any Alteration, Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall reimburse Landlord for, and indemnify and hold Landlord harmless from, any expense incurred by Landlord by reason of faulty work done by Tenant or its contractors, delays caused by such work, or inadequate cleanup. Tenant shall furnish security or make other arrangements satisfactory to Landlord to assure payment for the completion of all Alterations work free and clear of liens, and shall provide (and cause each contractor or subcontractor to provide) certificates of insurance for workers' compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Alterations, Tenant shall deliver to Landlord: (i) sworn statements setting forth the names of all contractors and subcontractors who did the work and final lien waivers from all such contractors and subcontractors: and (ii) "as built" plans for any such Alteration. If permitted Alterations are madeExcept for Removable Installations (as hereinafter defined), they shall be made at Tenant’s sole cost and expense and all Installations (as hereinafter defined) shall be and become shall remain the property of LandlordLandlord during the Term and following the expiration or earlier termination of the Term, except that shall not be removed by Tenant at any time during the Term, and shall remain upon and be surrendered with the Premises as a part thereof. Notwithstanding the foregoing, Landlord may, provided notice is given to Tenant at the time its approval of any such Installation is requested, notify Tenant that Landlord approves requires that Tenant remove such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal Installation upon the expiration or earlier termination of the Term, in which event Tenant shall remove such Installation in accordance with the immediately succeeding sentence. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon Upon the expiration or earlier termination of the Term. Any and , Tenant shall remove (i) all costs attributable to wires, cables or related to similar equipment which Tenant has installed in the applicable building codes Premises or in the risers or plenums of the city Building, (ii) any Installations for which Landlord has given Tenant notice of removal in which accordance with the Building immediately preceding sentence, and (iii) all of Tenant's Property (as hereinafter defined), and Tenant shall restore and repair any damage caused by or occasioned as a result of such removal, including, without limitation, capping off all such connections behind the walls of the Premises and repairing any holes. During any restoration period beyond the expiration or earlier termination of the Term, Tenant shall pay Rent to Landlord as provided herein as if said space were otherwise occupied by Tenant. If Landlord is located (requested by Tenant or any lender, lessor or other authority having jurisdiction over the Building) arising from person or entity claiming an interest in any of Tenant Property to waive any lien Landlord may have against any of Tenant’s plansProperty, specificationsand Landlord consents to such waiver, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, then Landlord shall be entitled to receive an be paid as administrative rent a fee of two percent (2%)$1,000 per occurrence for its time and effort in preparing and negotiating such a waiver of lien. The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.#4262661_v3

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Alterations that (i) do not exceed $5,000 in the aggregate, (ii) are not visible from the exterior of the Premises, (iii) do not affect any Building system alterations System or the structural strength of the Building, (iv) do not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearrequire penetrations into the floor, Tenant shall make no alterations ceiling or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretionwalls, and then only by contractors (v) do not require work within the walls, below the floor or mechanics approved by Landlord in writing and upon above the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforceiling, Tenant shall not commence make or permit any work with Alterations in or to the Premises without first obtaining Landlord’s consent, which consent shall not be unreasonably withheld. With respect to such any Alterations made by or on behalf of Tenant (whether or not the Alteration requires Landlord’s consent): (i) not less than 10 days prior to such date. commencing any Alteration, Tenant hereby indemnifiesshall deliver to Landlord the plans, defends specifications and agrees to hold Landlord free necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and harmless from all liens subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and claims any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of lienany contractor or subcontractor, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all other liabilityLaws and the plans and specifications delivered to, claims and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable actual out-of-pocket costs and demands expenses, if any, paid by Landlord to outside architects, engineers or similar third parties in connection with Landlord’s review of Tenant’s plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary, and (v) upon Landlord’s request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable security against liens arising out of any work done or material supplied to such construction. Any Alteration by Tenant shall be the Premises by or at the request property of Tenant in connection with any Alterations. If permitted Alterations are made, they until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall be made at Tenant’s sole cost and expense and shall be remain on the Property and become the property of Landlord, except that Landlord may, provided unless either (i) Landlord gives notice is given to Tenant at to remove it, or (ii) Tenant elects to remove it, and, in either of such cases Tenant will remove it, will repair any resulting damage and will restore the time Landlord approves such Alteration, require Tenant, at Premises to the condition existing prior to Tenant’s expenseAlteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove all partitions, counters, railings and other the Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon at the expiration or earlier termination of this Lease. Tenant shall have no right or obligation to remove the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Initial Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Section 25.01. Tenant shall make no changes, additions or alterations ("Alterations") in on or additions to the Demised Premises (“Alterations”) without the prior written consent of Landlord, which consent may shall not be unreasonably withheld provided such alterations are non-structural and do not affect any of the Building systems. Landlord shall, within ten (10) Business Days of any written request from Tenant grant such consent or provide written reasons for not granting such consent. (a) If Landlord shall consent to any Alterations proposed by Tenant, then such Alterations, shall be completed strictly in Landlord’s reasonable discretion, accordance with plans and then only by contractors or mechanics specifications approved by Landlord in writing and Landlord's Construction Requirements, a copy of which Construction Requirements will be delivered to Tenant upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenantrequest therefor, at its sole cost and expense. Tenant shall, at its Tenant's sole cost and expense, obtain all necessary approvals in a good and permits pertaining first-class workmanlike manner, using new materials and equipment or materials of equal quality to any Alterations approved new materials and which shall be at least equal in quality to the standards for the Building then established by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and in accordance with all other liability, claims Legal Requirements and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.Lease and the Ground Lease, and shall be commenced promptly after approval is received and thereafter prosecuted diligently to completion. Any Alterations for which consent has been received shall be performed strictly in accordance with the approved plans and specifications therefor, and no amendments or additions thereto shall be made without the prior consent of Landlord. Tenant shall pay to Landlord as Additional Rent Landlord's out-of-pocket expenses (including the fees of Landlord's architect and

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the Upon prior written consent of Landlord, which consent may shall not be withheld in Landlord’s reasonable discretionunreasonably withheld, and then only by contractors conditioned, or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefordelayed, Tenant shall not commence any work with respect have the right and privilege at all times during the continuance of this Lease to make, at Tenant's own expense, such Alterations prior to such date. Tenant hereby indemnifiesalterations, defends changes, improvements and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied additions to the Premises by as Tenant may desire provided such work when completed will not impair the structural integrity or at soundness of the request of Tenant in connection with any Alterationsbuilding. If permitted Alterations are madeLandlord does not approve or disapprove requested alterations, they shall changes, improvements or additions to the Premises within five (5) business days after receipt by Landlord of Tenant's request to make alterations, changes, improvements, or additions to the Premises, then Landlord will be deemed to have consented to those alterations, changes, improvements or additions to the Premises requested to be made at by Tenant’s sole cost . Any alterations, changes, improvements and expense and additions made by Tenant shall be and immediately become the property of LandlordLandlord and shall be considered as a part of the Premises, except that Landlord maytrade fixtures. Tenant may convert to Tenant's own use all old materials removed by Tenant when making alterations, provided notice is given to Tenant at the time Landlord approves such Alterationchanges, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages improvements and/or additions to the Premises caused by such removal upon Premises. Tenant shall not be required to obtain prior approval from Landlord for alterations where the expiration costs are less than $50,000. Tenant shall permit no mechanics liens or earlier termination of materialmens liens to be filed against the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Premises.

Alterations. Except as provided in the immediately preceding subparagraph, and except for Tenant may construct non-structural alterations, additions and non-Building system alterations improvements ("Alterations") in the Premises without Landlord's prior approval, if the cost of any such project does not in excess of Seventyexceed Twenty-Five Thousand Dollars ($75,000) 25,000). Landlord shall not have the right to require that Tenant provide any payment or performance bonds for any Alterations unless the cost of any such project exceeds One Hundred Thousand Dollars ($100,000). Alterations and Tenant's trade fixtures, furniture, equipment and other personal property installed in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”"Tenant's Property") shall at all times be and remain Tenant's property. Except for Alterations which cannot be removed without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining structural injury to the Alterations in question, to be prepared and submitted by TenantPremises, at its sole cost and expenseany time Tenant may remove Tenant's Property from the Premises, provided that Tenant repairs all damage caused by such removal. Landlord shall have no right to require Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to remove any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to unless it notifies Tenant at the time it consents to such Alteration that it shall require such Alteration to be removed. Landlord approves such Alterationshall have no security interest or lien on any item of Tenant's Property. Within ten (10) business days following Tenant's request, require Landlord shall execute documents reasonably acceptable to Tenant to evidence Landlord's waiver of any right, title, lien or interest in Tenant, at 's Property and giving any lenders holding a security interest or lien on Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages 's Property reasonable rights of access to the Premises to remove such Tenant's Property, provided that such lenders repair any damage caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5removal.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearTenant Work Letter, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable sole discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord, and Tenant agrees that any cabling or wiring installed by (or at the direction of) Tenant shall meet the requirements of all applicable laws, statutes, ordinances, regulations and codes. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided by written notice is given to Tenant given at the time Landlord approves consents to such Alteration, Alterations require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon removal. Upon the expiration or earlier termination of this Lease, Tenant shall remove all cabling and wiring installed by (or at the Term. If Landlorddirection of) Tenant during the term of this Lease, and shall repair any damages to the Premises caused by such removal at Tenant’s approval is not required in connection with an Alterationsole cost and expense, unless Landlord may require removal of such Alteration, as aforesaid, delivers written notice to Tenant (given at any time within least thirty (30) days after Tenant’s written request for a determination by Landlord as prior to whether such Alteration shall be removed upon the expiration or earlier termination end of the Term) requiring Tenant not to remove such cabling or wiring. Any In the event Landlord requires Tenant not to remove any such cabling or wiring, Tenant shall leave such cabling or wiring in working order and all in a good condition, properly labeled. All costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative/supervision fee (which fee shall vary depending upon whether or not Tenant orders the work directly from Landlord) sufficient to compensate Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord’s involvement with such work. If Landlord performs any Alterations on behalf of the Tenant, any administrative fee or management fees paid to Landlord associated with the oversight of two such work shall not exceed five percent (25%). The construction of initial improvements to the Premises shall be governed by the terms ) of the direct costs of the Alterations. If Tenant work letterperforms the Alterations, attached hereto as Exhibit C, and any administrative or management fees paid to Landlord shall not exceed three percent (3%) of the terms direct costs of this Article 5the Alterations.

Alterations. 6.1 Except as for those, if any, specifically provided for in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearExhibit B to this Lease, Tenant shall not make no alterations or additions suffer to be made any alterations, additions, or improvements, including, the attachment of any fixtures or equipment in, on, or to the Premises or any part thereof or the making of any improvements as required by Article 7 (“Alterations”) ), without the prior written consent of Landlord, which consent may shall not be withheld in unreasonably withheld, conditioned or delayed. When applying for such consent, Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements, if applicable. 6.2 In the event Landlord consents to the making of any such alteration, addition or improvement by Tenant, the same shall be made using Tenant’s contractors (subject to Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenantapproval), at its Tenant’s sole cost and expense. If Tenant shall employ any contractor other than Landlord’s pre-approved contractor, and such other contractor or any subcontractor of such other contractor shall employ labor and/or suppliers, then Tenant shall be responsible for and hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor concerning the wage, hours, terms or conditions of the employment of any such labor. 6.3 All alterations, additions, and improvements proposed by Tenant shall be constructed in accordance with all government laws, ordinances, rules and regulations and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such reasonable assurances to Landlord, including but not limited to, waivers of lien, as Landlord shall reasonably require to assure payment of the costs thereof and to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. 6.4 All alterations, additions, and improvements in, on, or to the Premises or in, on or to the Building made or installed by Tenant, including carpeting, shall be and remain the property of Tenant during the Term but, excepting furniture, furnishings, telecommunication switch equipment, batteries, generators, condensers, dry coolers, conduits, cabling, pull boxes, and other telecommunication related facilities, movable partitions and other trade fixtures, all of which shall be removed from the Premises and the Building at Tenant’s expense and the Premises restored to its original condition, and any remaining improvements, shall become a part of the realty and belong to Landlord without compensation to Tenant upon the expiration or sooner termination of the Term, at which time title shall pass to Landlord under this Lease as by a xxxx of sale, unless Landlord elects otherwise. Upon such election by Landlord, Tenant shall upon demand by Landlord, at Tenant’s sole cost and expense, forthwith and with all due diligence remove any such alterations, additions or improvements, including any which are designated by Landlord to be removed, and Tenant shall forthwith and with all due diligence, at its sole cost and expense, obtain all necessary approvals repair and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to restore the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (to their original condition, reasonable wear and tear and damage by fire or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5casualty excepted.

Alterations. Except as provided in (a) During the immediately preceding subparagraph, Initial Term and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforRenewal Term, Tenant shall not commence make structural or exterior alterations to the Premises without Landlord's prior written consent said consent not to be unreasonably withheld, delayed or conditioned, but Tenant shall have the right, without Landlord's consent to make nonstructural alterations to the interior of the Premises ("Alterations") provided same do not materially adversely affect the value of the Premises in Landlord's reasonable opinion. Landlord hereby consents to the Alterations shown on plans for the anechoic chamber prepared by Electro-Voice, Inc., dated January 14, 2000, and the internal remodeling plans dated March 1, 2000, initialed by the parties. In making any work Alterations, Tenant shall do the following: (i) Notify Landlord at least fifteen days prior to commencement of the Alterations; (ii) Comply with respect to all applicable local, state or federal laws, regulations, codes or ordinances affecting such Alterations prior and the Premises including without limitation the Americans with Disability Act, as amended from time to such date. Tenant hereby indemnifiestime; (iii) Not suffer or permit any mechanic's lien or other lien to be filed against the Premises, defends and agrees or any portion thereof, by reason of work, labor, skill, services, equipment or materials supplied or claimed to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material have been supplied to the Premises by or at the request of Tenant in connection with Tenant, or anyone holding the Premises, or any Alterationsportion thereof, through or under Tenant. If permitted Alterations are made, they any such mechanic's lien or other lien shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time be filed against the Premises, or any portion thereof, Tenant shall cause the same to be discharged of record within thirty (30) days after Tenant’s written request for a determination the date of filing the same. If Tenant shall fail to discharge such mechanic's lien or liens or other lien within such period, then, in addition to any other right or remedy of Landlord, Landlord may, but shall not be obligated to, discharge the same by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related paying to the applicable building codes claimant the amount claimed to be due or by procuring the discharge of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements such lien as to the Premises by deposit in the court having jurisdiction of such lien, the foreclosure thereof or other proceedings with respect thereto, of a cash sum sufficient to secure the discharge of such lien, or in such other manner as is now or may in the future be provided by present or future law for the discharge of such lien as a lien against the Premises. Any amount paid by Landlord, or the value of any deposit so made by Landlord, together with all costs, fees and expenses in connection therewith (including reasonable attorney's fees of Landlord), together with interest thereon at the Maximum Rate of Interest set forth in Section 19 hereof, shall be governed repaid by Tenant to Landlord on demand by Landlord and if unpaid may be treated as rent as provided in Section 5(f). Tenant shall indemnify and defend Landlord against and save Landlord and the terms Premises, and any portion thereof, harmless from all losses, costs, damages, expenses, liabilities, suits, penalties, claims, demands and obligations, including, without limitation, reasonable attorney's fees resulting from the assertion, filing, foreclosure or other legal proceedings with respect to any such mechanic's lien or other lien. All materialmen, contractors, artisans, mechanics, laborers and any other person now or hereafter furnishing any labor, services, materials, supplies or equipment to Tenant with respect to the Premises, or any portion thereof, are hereby charged with notice that they must look exclusively to Tenant to obtain payment for the same. Notice is hereby given that Landlord shall not be liable for any labor, services, materials, supplies, skill, machinery, fixtures or equipment furnished or to be furnished to Tenant upon credit, and that no mechanic's lien or other lien for any such labor, services, materials, supplies, machinery, fixtures or equipment shall attach to or affect the estate or interest of Landlord in and to the Premises, or any portion thereof. In the event of the filing of a mechanic's lien, Tenant work lettershall have the right to post security with Landlord as reasonably determined by Landlord, attached hereto so that Tenant may dispute said lien; provided, however, in no event shall a foreclosure action be commenced on said lien without Tenant either (i) paying off said lien or (ii) complying with the statutory procedure such that the lien is removed from the Premises. (b) Tenant's trade fixtures, furnishings and equipment in the Premises, shall remain Tenant's property for all purposes, except as Exhibit Cotherwise agreed in advance in writing by Tenant and Landlord. On or before the Expiration Date (or as appropriate the date the last Renewal Term expires), Tenant shall remove its trade fixtures, furniture and equipment from the Premises and surrender the Premises to Landlord in good order and condition, ordinary wear and tear and damage from the elements or other insured casualty excepted only. (c) Tenant has notified Landlord that it intends to construct an addition to the existing improvements on the Premises for purposes of adding a facility known as an "Anechoic Chamber" which will affect the structure and exterior of the improvements. Landlord, subject to review and approval of the Plans and Specifications for said "Anechoic Chamber" (which approval will not be unreasonably withheld or delayed) agrees that Tenant may make such 10 addition to the terms Premises, provided the quality of this Article 5the construction of the improvements is similar to the quality of the construction of the Building and architecturally compatible.

Alterations. Except as provided in (a) During the immediately preceding subparagraph, Initial Term and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforRenewal Term, Tenant shall not commence make structural or exterior alterations to the Premises without Landlord's prior written consent said consent not to be unreasonably withheld, delayed or conditioned, but Tenant shall have the right, without Landlord's consent to make nonstructural alterations to the interior of the Premises ("Alterations") provided same do not materially adversely affect the value of the Premises in Landlord's reasonable opinion. Landlord hereby consents to the Alterations shown on plans for the anechoic chamber prepared by Electro-Voice, Inc., dated January 14, 2000, and the internal remodeling plans dated March 1, 2000, initialed by the parties. In making any work Alterations, Tenant shall do the following: (i) Notify Landlord at least fifteen days prior to commencement of the Alterations; (ii) Comply with respect to all applicable local, state or federal laws, regulations, codes or ordinances affecting such Alterations prior and the Premises including without limitation the Americans with Disability Act, as amended from time to such date. Tenant hereby indemnifiestime; (iii) Not suffer or permit any mechanic's lien or other lien to be filed against the Premises, defends and agrees or any portion thereof, by reason of work, labor, skill, services, equipment or materials supplied or claimed to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material have been supplied to the Premises by or at the request of Tenant in connection with Tenant, or anyone holding the Premises, or any Alterationsportion thereof, through or under Tenant. If permitted Alterations are made, they any such mechanic's lien or other lien shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time be filed against the Premises, or any portion thereof, Tenant shall cause the same to be discharged of record within thirty (30) days after Tenant’s written request for a determination the date of filing the same. If Tenant shall fail to discharge such mechanic's lien or liens or other lien within such period, then, in addition to any other right or remedy of Landlord, Landlord may, but shall not be obligated to, discharge the same by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related paying to the applicable building codes claimant the amount claimed to be due or by procuring the discharge of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements such lien as to the Premises by deposit in the court having jurisdiction of such lien, the foreclosure thereof or other proceedings with respect thereto, of a cash sum sufficient to secure the discharge of such lien, or in such other manner as is now or may in the future be provided by present or future law for the discharge of such lien as a lien against the Premises. Any amount paid by Landlord, or the value of any deposit so made by Landlord, together with all costs, fees and expenses in connection therewith (including reasonable attorney's fees of Landlord), together with interest thereon at the Maximum Rate of Interest set forth in Section 19 hereof, shall be governed repaid by Tenant to Landlord on demand by Landlord and if unpaid may be treated as rent as provided in Section 5(f). Tenant shall indemnify and defend Landlord against and save Landlord and the terms Premises, and any portion thereof, harmless from all losses, costs, damages, expenses, liabilities, suits, penalties, claims, demands and obligations, including, without limitation, reasonable attorney's fees resulting from the assertion, filing, foreclosure or other legal proceedings with respect to any such mechanic's lien or other lien. All materialmen, contractors, artisans, mechanics, laborers and any other person now or hereafter furnishing any labor, services, materials, supplies or equipment to Tenant with respect to the Premises, or any portion thereof, are hereby charged with notice that they must look exclusively to Tenant to obtain payment for the same. Notice is hereby given that Landlord shall not be liable for any labor, services, materials, supplies, skill, machinery, fixtures or equipment furnished or to be furnished to Tenant upon credit, and that no mechanic's lien or other lien for any such labor, services, materials, supplies, machinery, fixtures or equipment shall attach to or affect the estate or interest of Landlord in and to the Premises, or any portion thereof. In the event of the filing of a mechanic's lien, Tenant work lettershall have the right to post security with Landlord as reasonably determined by Landlord, attached hereto so that Tenant may dispute said lien; provided, however, in no event shall a foreclosure action be commenced on said lien without Tenant either (i) paying off said lien or (ii) complying with the statutory procedure such that the lien is removed from the Premises. (b) Tenant's trade fixtures, furnishings and equipment in the Premises, shall remain Tenant's property for all purposes, except as Exhibit Cotherwise agreed in advance in writing by Tenant and Landlord. On or before the Expiration Date (or as appropriate the date the last Renewal Term expires), Tenant shall remove its trade fixtures, furniture and equipment from the Premises and surrender the Premises to Landlord in good order and condition, ordinary wear and tear and damage from the elements or other insured casualty excepted only. (c) Tenant has notified Landlord that it intends to construct an addition to the existing improvements on the Premises for purposes of adding a facility known as an "Anechoic Chamber" which will affect the structure and exterior of the improvements. Landlord, subject to review and approval of the Plans and Specifications for said "Anechoic Chamber" (which approval will not be unreasonably withheld or delayed) agrees that Tenant may make such addition to the terms Premises, provided the quality of this Article 5the construction of the improvements is similar to the quality of the construction of the Building and architecturally compatible.

Alterations. 6.1 Except as for those, if any, specifically provided for in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearExhibit B to this Lease, Tenant shall not make no alterations or additions suffer to be made any alterations, additions, or improvements, including, but not limited to, the attachment of any fixtures or equipment in, on, or to the Premises (“Alterations”) or any part thereof or the making of any improvements as required by Article 7, without the prior written consent of Landlord. So long as the same do not affect the structure of the Building or any of the Building systems, which consent Tenant may be withheld install non-attached trade fixtures in the Premises without Landlord’s reasonable discretionprior consent but otherwise in accordance with the terms of this Article 6. When applying for such consent, and then only Tenant shall, if requested by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned Landlord, furnish complete plans and specifications pertaining for such alterations, additions and improvements. Landlord’s consent shall not be unreasonably withheld with respect to alterations which (i) are not structural in nature, (ii) are not visible from the exterior of the Building, (iii) do not affect or require modification of the Building’s electrical, mechanical, plumbing, HVAC or other systems, and (iv) in aggregate do not cost more than $5.00 per rentable square foot of that portion of the Premises affected by the alterations in question. 6.2 In the event Landlord consents to the Alterations in questionmaking of any such alteration, to be prepared and submitted addition or improvement by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations the same shall be made by using either Landlord’s contractor or a contractor reasonably approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made either event at Tenant’s sole cost and expense expense. If Tenant shall employ any contractor other than Landlord’s contractor and such other contractor or any subcontractor of such other contractor shall employ any non-union labor or supplier, Tenant shall be responsible for and become hold Landlord harmless from any and all delays, damages and extra costs suffered by Landlord as a result of any dispute with any labor unions concerning the property of Landlordwage, except that Landlord mayhours, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration terms or earlier termination conditions of the Termemployment of any such labor. If Landlord’s approval is In any event Landlord may charge Tenant a construction management fee not required to exceed five percent (5%) of the cost of such work to cover its overhead as it relates to such proposed work, plus third-party costs actually incurred by Landlord in connection with an Alterationthe proposed work and the design thereof, Landlord may require removal of with all such Alteration, as aforesaid, at any time within thirty amounts being due five (305) days after Landlord’s demand. 6.3 All alterations, additions or improvements proposed by Tenant shall be constructed in accordance with all Regulations, using Building standard materials where applicable, and Tenant shall, prior to construction, provide the additional insurance required under Article 11 in such case, and also all such assurances to Landlord as Landlord shall reasonably require to assure payment of the costs thereof, including but not limited to, notices of non-responsibility, waivers of lien and surety company performance bonds to protect Landlord and the Building and appurtenant land against any loss from any mechanic’s, materialmen’s or other liens. Tenant shall pay in addition to any sums due pursuant to Article 4, any increase in real estate taxes attributable to any such alteration, addition or improvement for so long, during the Term, as such increase is ascertainable; at Landlord’s election said sums shall be paid in the same way as sums due under Article 4. 6.4 Notwithstanding anything to the contrary contained herein, so long as Tenant’s written request for consent for a determination by Landlord as to whether such Alteration shall be removed upon proposed alteration or improvements contains the expiration or earlier termination of the Term. Any following statement in large, bold and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.capped font “PURSUANT TO

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations any alterations, improvements, additions, installations, or additions changes of any nature in or to the Premises (any of the preceding, “Alterations”) without the prior unless (i) Tenant first obtains Landlord’s written consent of consent, (ii) Tenant complies with all conditions which may be imposed by Landlord, including but not limited to Landlord’s selection of specific contractors or construction techniques and the requirements of the attached Exhibit “C”, and (iii) Tenant pays to Landlord the reasonable costs and expenses of Landlord for architectural, engineering, or other consultants which consent reasonably may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved incurred by Landlord in writing and upon the approval by Landlord determining whether to approve any such Alterations. At least 30 days prior to making any Alterations, Tenant shall submit to Landlord, in writing written form, proposed detailed plans of fully detailed and dimensioned plans and specifications pertaining such Alterations. Tenant shall, prior to the commencement of any Alterations, at Tenant’s sole cost, (i) acquire (and deliver to Landlord a copy of) all required permits from the appropriate governmental agencies to make such Alterations (any conditions of which permit Tenant shall comply with, at Tenant’s sole cost, in questiona prompt and expeditious manner), (ii) provide Landlord with ten days’ prior written notice of the date the installation of the Alterations is to commence, so that Landlord can post and record an appropriate notice of non-responsibility, and (iii) obtain (and deliver to Landlord proof of) reasonably adequate workers compensation insurance with respect to any of Tenant’s employees installing or involved with such Alterations and cause any contractors so involved to additionally carry such statutorily required coverage (which insurance shall be prepared maintained on an occurrence basis, and submitted by Tenantin force until completion of the Alterations). All Alterations (other than personal property which is not attached to the Premises) shall upon installation become the property of Landlord and shall remain on and be surrendered with the Premises on the Expiration Date, except that Landlord may, at its sole cost and expense. election, require Tenant to remove any or all of the Alterations, by so notifying Tenant in writing on or about the Expiration Date, in which event, Tenant shall, at its sole cost cost, on or before the Expiration Date, repair and expense, obtain restore the Premises to the condition of the Premises prior to the installation of the Alterations which are to be removed. Tenant shall pay all necessary approvals costs for Alterations and permits pertaining other construction done or caused to be done by Tenant and Tenant shall keep the Premises free and clear of all mechanics’ and materialmen’s liens resulting from or relating to any Alterations approved or other construction. Tenant may, at its election, contest the correctness or validity of any such lien provided that (a) immediately on demand by Landlord. If Landlord, Tenant procures and records a lien release bond, issued by a corporation satisfactory to Landlord and authorized to issue surety bonds in California, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect an amount equal to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims 150 percent of the amount of the claim of lien, which bond meets the requirements of California Civil Code Section 3143 or any successor statute, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that (b) Landlord may, provided notice is given to Tenant at the time Landlord approves such Alterationits election, require Tenant, at Tenant’s expense, Tenant to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If pay Landlord’s approval is not required attorneys’ fees and costs incurred in connection with participating in such an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5action.

Alterations. Except as provided in the immediately preceding subparagraphSubject to written approval of Landlord, and except for non-structural and non-Building system alterations which approval shall not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearbe unreasonably withheld, conditioned or delayed, Tenant shall have the right to make no alterations alterations, improvements or additions to the Demised Premises (“Alterations”) without for the prior written consent purpose of conducting its business, provided such alterations, improvements or additions, are made in accordance with the required local ordinances and public authorities having jurisdiction thereof, that the value of the Demised Premises be not diminished thereby, that the structure not be weakened or impaired, that the same be performed in a good workmanlike manner, that the exterior appearance of the buildings not be materially changed, that Tenant shall bear the cost of the same and shall not permit mechanic's liens to be placed against the Demised Premises. Any and all such alterations, physical additions or improvements made to the Demised Premises shall, at the option of Landlord, which consent may become at once its property and shall be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by surrendered to Landlord in writing and upon the approval termination of this Lease, by lapse of time or otherwise, unless Landlord in writing of fully detailed and dimensioned plans and specifications pertaining shall by prior written notice to Tenant at least ninety (90) days prior to the Alterations in questiontermination date of this Lease, to be prepared and submitted by Tenantdemand of Tenant the removal of any such alterations, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlordphysical additions or improvements, in approving any Alterationswhich circumstances, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they removal shall be promptly made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s 's expense, and Tenant shall repair all damage caused thereby. This provision, however, shall not apply to remove all partitionsfixtures, counters, railings and other Alterations equipment or goods installed by Tenant, all of which shall be and to repair remain the property of Tenant and may at any damages time be removed by it, but any damage to the Demised Premises caused by such removal upon the expiration of fixtures, equipment or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination goods installed by Landlord as to whether such Alteration Tenant shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from repaired at Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and 's expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as Tenant shall not make any alterations, additions or improvements (collectively, “Alterations”) to the Premises without Landlord’s prior written consent, except that no consent shall be required for minor or cosmetic modifications to the interior of the Building, provided in the immediately preceding subparagraph, and except for any such modification is non-structural and non-Building system alterations does not in excess of Seventy-Five Thousand Dollars ($75,000) in affect the Building’s mechanical or electrical systems or services. Landlord agrees not to withhold unreasonably its consent to any Lease Year, Alterations for which its consent is required. Tenant shall make no alterations or additions provide to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the for its approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining with respect to any Alteration, which requires Landlord’s consent. If Landlord consents to any Alterations to the Premises, such Alterations shall be performed in questiona good and workmanlike manner at Tenant’s expense, and such Alterations shall be performed in accordance with the applicable laws. Tenant shall give Landlord fifteen (15) days prior notice before commencing any permitted Alterations. Tenant shall be responsible for any Alterations, additions or improvements required by law to be prepared and submitted made by Landlord to or in the Building as a result of Tenant’s proposed alterations. All fixtures, equipment or alterations of whatsoever nature as shall have been installed on the Premises by Tenant, at the expiration or termination of this Lease or any renewal or extension thereof, may be removed by Tenant, at its sole cost and expense. discretion; provided, however, that Tenant shall, shall at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole own cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon resulting from the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alterationsaid equipment, as aforesaid, at accessories or alterations. Tenant shall keep the Premises free from claims arising out of any time within thirty (30) days after work performed on Tenant’s written request for a determination by behalf and shall not affect any interest of Landlord as to whether such Alteration shall be removed upon in the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Premises.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant Lessee shall make no alterations or additions to the Premises (“Alterations”) without the obtain Lessor's prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlordadditions, in approving modifications or improvements to any Alterationspart of the Leased Property (individually and collectively, specifies a reasonable commencement date therefor, Tenant "ALTERATIONS") provided that Lessor's consent shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant be required in connection with any AlterationsAlterations that (together with the related cost of such alterations) have been provided for in the Annual Budget, provided that such Alterations (a) do not adversely affect any structural component of any Facility, any utility or HVAC system contained in any Facility or the exterior of any building constituting a part of any Facility and the aggregate cost thereof does not exceed the lesser of (x) One Million Dollars ($1,000,000) and (y) an amount equal to three percent (3%) of the amount listed in column F for the applicable Facility, or (b) are Alterations performed in connection with the restoration of the Leased Property after the occurrence of a casualty or condemnation in accordance with the terms and provisions of this Lease and the Loan Documents. If permitted Alterations are madeLessee desires to make any Alterations, they Lessee shall provide a written request to Lessor, along with any additional materials, plans, budgets and other items requested by Lessor. The cost of such additions, modifications or improvements to the Leased Property shall be made paid by Lessee, and all such additions, modifications and improvements shall, without payment by Lessor at Tenant’s sole cost any time, be included under the terms of this Lease and expense and upon expiration or earlier termination of this Lease shall be pass to and become the property of LandlordLessor. Notwithstanding anything to the contrary contained herein, except that Landlord mayif Lessor approves of any Alterations, provided notice is given Lessor shall have the right (but not the obligation) to Tenant at the time Landlord approves require Lessee to deliver to Lessor funds for such AlterationAlterations in an amount deemed by Lessor, require Tenant, at Tenant’s expensein Lessor's reasonable discretion, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal be adequate of such AlterationAlterations, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration which funds shall be removed upon disbursed by Lessor in accordance with the expiration or earlier termination practices of commercially reasonable construction lenders in the Term. Any and all costs attributable to or related to the applicable building codes of the city jurisdiction in which the Building Leased Property is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5located.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not, without on each occasion first obtaining Landlord's prior written consent, such consent not to be unreasonably withheld or delayed, make no alterations any alterations, improvements or additions to the Premises (“Alterations”) premises, except that Tenant may, without the consent of Landlord but with prior written consent of notice to Landlord, which consent may be withheld in Landlord’s reasonable discretionmake minor improvements to the interior of the Premises provided that: (i) they do not impair the structural strength, operation or value of the Building, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. (ii) Tenant shall, at its sole cost prior to the commencement of the work and expenseto the extent applicable, obtain all necessary approvals (and permits pertaining excluding any personal property therein or trade fixtures installed therein shall) deliver to any Alterations approved by Landlord. If Landlord waivers of liens, in form acceptable to Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens contractors, subcontractors and claims of lienmaterialmen performing such work, and shall take all other liability, claims and demands arising out steps required or permitted by law to avoid the imposition of any work done mechanics' lien upon the Premises, Building and Land. All alterations, improvements and additions, except for minor alterations and improvements (and excluding any personal property therein or material supplied to trade fixtures installed therein shall) become part of the Premises and the property of Landlord without payment therefor by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense Landlord and shall be and become the property of Landlord, except that surrendered to Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination end of the Term. If ; PROVIDED, HOWEVER, if so notified by Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such AlterationTenant shall, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as prior to whether such Alteration shall be removed upon the expiration or earlier termination end of the Term, remove all and any such alterations and improvements made by Tenant after initial occupancy, or the parts thereof specified by Landlord, from the Premises and shall repair all damages caused by installation and removal. Any and all costs attributable to or related to the applicable building codes For purposes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plansthis Section 14, specifications, "minor improvements, alterations or otherwise " shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial defined as those improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5costing no more than $25,000.

Alterations. LICENSEE may install certain facilities as follows (collectively, “Permitted Facilities”): (1) Temporary improvements reasonably necessary in connection with the Activities, including fencing, pavement and paving work, temporary and non- permanently attached job site trailers, storage containers and portable restroom facilities, and (2) signage, pavement and paving work, lighting and other temporary roadway improvements reasonably approved by CITY. Except as expressly provided above with respect to the Permitted Facilities, LICENSEE shall not make any alterations, additions, improvements or other changes without CITY’s prior written consent, which CITY may withhold in the immediately preceding subparagraphits sole and absolute discretion. The Permitted Facilities, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearall other alterations, Tenant shall make no alterations additions, improvements or additions other changes on or with respect to the Premises (Xxxxxxx Lot for which the consent of the CITY has been secured are hereinafter collectively referred to as the “Alterations”) without the prior written consent of Landlord.” All such Alterations shall be made in accordance with all applicable Laws, which consent may be withheld in Landlord’s reasonable discretiona good and workmanlike manner, and then only by contractors or mechanics approved by Landlord in writing and upon at the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseexpense of LICENSEE. Tenant shallUpon termination of this License, at CITY’s request, LICENSEE shall remove all Alterations, if any. No compensation shall be owed to LICENSEE in any event for any Alterations made by LICENSEE to the Xxxxxxx Lot. Any damage caused by the installation or removal of Alterations shall be repaired by Licensee at its sole cost and expense, obtain all necessary approvals and permits pertaining as reasonably required to any Alterations approved by Landlord. If Landlord, restore the Xxxxxxx Lot to substantially the same condition as it was in approving any Alterations, specifies a reasonable commencement on the date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Agreement.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations any alterations, improvements, or additions of or to the Premises (“Alterations”collectively, "Alteration") without the prior Landlord's advance written consent of Landlord, in each and every instance which consent may shall not be unreasonably withheld in Landlord’s reasonable discretionor delayed. In the event Tenant desires to make any Alteration, and then only by contractors or mechanics approved by Tenant shall first submit to Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared therefor and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations 's written approval thereof prior to commencing any such datework. Tenant hereby indemnifies, defends Any such plans and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they specifications shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that approved or disapproved by Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request receipt and if disapproved, Landlord shall state its reasons for a determination such disapproval. Any contractor hired by Tenant must be properly insured and, if required, licensed. Each and every Alteration, whether temporary or permanent in character, made by Landlord as to whether such Alteration or Tenant in or upon the Premises shall be removed become Landlord's property and shall remain upon the Premises at the expiration or earlier termination of this Lease without compensation to Tenant (excepting only Tenant's movable office furniture, trade fixtures, office and professional equipment) unless Landlord in writing requires Tenant to remove such Alteration upon expiration of the Termterm of this Lease or any extension period, if extended. Any and all costs attributable to or related Landlord shall serve such writing upon tenant regarding the removal of an Alteration not later than ninety (90) days prior to the applicable building codes expiration of the city in which term of this Lease or extension period, if extended, and Tenant shall thereafter remove such Alteration as herein required, repair any damage caused by such removal and restore the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements Premises to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms condition specified in Section 10 of this Article 5Lease.

Alterations. Except as provided Any Borrower may, without Lender's consent, perform alterations to the Improvements and Equipment which (a) do not constitute a Material Alteration, (b) do not adversely affect any Borrower's financial condition or the value or Net Operating Income of any Property and (c) are in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess ordinary course of Seventy-Five Thousand Dollars ($75,000) in such Borrower's business. No Borrower shall perform any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) Material Alteration without the Lender's prior written consent of Landlordconsent, which consent shall not be unreasonably withheld or delayed; provided, however, that Lender may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining withhold consent to any Alterations approved alteration the cost of which is reasonably estimated to exceed $1,000,000 or which is likely to result in a decrease of Net Operating Income for the applicable Property by Landlord. If Landlord, in approving any Alterations, specifies two and one-half percent (2.5%) or more for a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims period of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request or longer. In connection with any Material Alteration: (i) at Lender's election, if the aggregate cost for the Material Alteration is expected to exceed $250,000, (A) Lender shall have received and approved (which approval shall not be unreasonably withheld or delayed), any general contractor's agreement, architect's agreement and the plans and specifications for such work prepared by a determination licensed architect, in such instances where it is customary to have such plans and specifications prepared by Landlord a licensed architect (e.g., work of a structural nature) and (B) Lender shall have approved (which approval, including as to whether any reasonable list of proposed general contractors or architects submitted by Borrowers, shall not be unreasonably withheld or delayed) the general contractor and architect retained for such Alteration shall be removed work; (ii) Lender has the right to retain a Construction Consultant to monitor the work in question, and upon the expiration or earlier termination completion of such Material Alteration Lender shall have received a report from Construction Consultant that all of the Term. Any work completed has been done substantially in compliance with the approved plans and all costs attributable specifications and applicable Legal Requirements; and (iii) Lender may, as a condition to or related giving its consent to the applicable building codes a Material Alteration, require that Borrowers deliver to Lender security for payment of the city cost of such Material Alteration in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard an amount equal to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms 125% of the Tenant work lettercost of the Material Alteration as estimated by Lender. Upon substantial completion of the Material Alteration, attached hereto as Exhibit Borrowers shall provide evidence satisfactory to Lender that (A) the Material Alteration was constructed in accordance with applicable Legal Requirements and substantially in accordance with plans and specifications approved by Lender (which approval shall not be unreasonably withheld or delayed), (B) all contractors, subcontractors, materialmen and professionals who provided work, materials or services in connection with the Material Alteration have been paid in full and have delivered unconditional releases of liens and (C) all material Licenses necessary for the use, operation and not occupancy of the terms Material Alteration (other than those which depend on the performance of tenant improvement work) have been issued. Borrowers shall reimburse Lender upon demand for all out-of-pocket costs and expenses (including the reasonable fees of Construction Consultant and any architect, engineer or other professional engaged by Lender) incurred by Lender in reviewing plans and specifications or in making any determinations necessary to implement the provisions of this Article 5Section 5.4.2.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no any structural alterations or additions to the Premises (“Alterations”) premises, or any part thereof, without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing each instance first had and upon obtained. If Tenant shall desire to make such alterations, plans for the approval by Landlord in writing of fully detailed same shall first be submitted to and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liabilitywork and installations shall be performed by Tenant at its own expense in accordance with approved plans. Tenant agrees that all such work shall be done in a good and workmanlike manner, claims that the structural integrity of the building shall not be impaired, and demands arising out of any work done or material supplied that no liens shall attach to the Premises premises by reason thereof. Tenant agrees to obtain, at Tenant's expense, all permits required for such alterations. Tenant, may, without Landlord's consent, make any and all interior, non-structural repairs, replacements, alterations, additions, improvements or changes to the premises which Tenant may deem necessary or appropriate. Any alterations, additions or improvements installed or placed by or for Tenant in the premises (except for movable furniture, other personally, tailor shop equipment, light fixtures, trade fixtures and any other property that belongs to Tenant which may be removed without substantial alteration or damage to the premises), regardless of when made, may, at the request termination of Tenant in connection with any Alterations. If permitted Alterations are madethis Lease, they shall be made at Tenant’s sole cost and expense and shall be and the option of the Landlord, become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal remain upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5premises.

Alterations. Except as provided in for any initial improvement of the immediately preceding subparagraphDemised Premises pursuant to Exhibit "D", and except for non-structural and non-Building system alterations not in excess which shall be governed by the provisions of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearsaid Exhibit "D", Tenant shall make no alterations not make, suffer or permit to be made any alterations, additions or improvements to or of the Demised Premises or any part thereof, or attach any fixtures or equipment thereto, without first obtaining Landlord's written consent. With respect to any alteration, addition or improvement which does not affect the structure of the Building, does not affect any of the Building's systems (e.g., mechanical, electrical or plumbing), does not diminish the capacity of such Building systems available to other portions of the Building, is not visible from the common areas or exterior of the Building, and is in full compliance with all laws, orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, Landlord's consent shall not be unreasonably withheld. Any such alterations, additions or improvements to the Demised Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved consented to by Landlord in writing and upon the approval shall be made by Landlord or under Landlord's supervision for Tenant's account and Tenant shall reimburse Landlord for all costs thereof (including a reasonable charge for Landlord's overhead), as Rent, within ten (10) days after receipt of a statement. All such alterations, additions and improvements shall become Landlord's property at the expiration or earlier termination of the Lease Term and shall remain on the Demised Premises without compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant remove such alterations, additions and improvements, in writing of fully detailed which event, notwithstanding any contrary provisions respecting such alterations, additions and dimensioned plans and specifications pertaining to the Alterations improvements contained in questionArticle 32 hereof, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shallshall promptly restore, at its sole cost and expense, obtain all necessary approvals and permits pertaining the Demised Premises to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations its condition prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal installation of such Alterationalterations, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any additions and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost normal wear and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5tear excepted.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations any alterations, improvements, or additions of or to the Premises (“Alterations”collectively, "Alteration") without the prior Landlord's advance written consent of Landlordin each and every instance, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifiesbe unreasonably withheld; provided, defends and agrees to hold Landlord free and harmless from all liens and claims of lienhowever, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given in its sole and absolute discretion, withhold its consent to any Alteration that affects the structure of the Building or any of the Building's systems. Notwithstanding the foregoing, Tenant at may make minor non-structural, non-permanent decorations (specifically excluding painting or carpeting) without Landlord's prior consent. In the time Landlord approves such event Tenant desires to make any Alteration, require TenantTenant shall first submit to Landlord plans and specifications therefor and obtain Landlord's written approval thereof prior to commencing any such work. Any contractor hired by Tenant must be properly insured and, at Tenant’s expenseif required, to remove all partitionslicensed. Each and every Alteration, counterswhether temporary or permanent in character, railings and other Alterations installed made by Tenant, and to repair any damages to Landlord or Tenant in or upon the Premises caused by such removal shall become Landlord's property and shall remain upon the Premises at the expiration or earlier termination of this Lease without compensation to Tenant (excepting only Tenant's movable office furniture, trade fixtures, office and professional equipment) unless Landlord in writing requires Tenant to remove such Alteration upon expiration of the Termterm of this Lease or any extension period, if extended. If Landlord’s approval is not required in connection with an Alteration, Landlord may require shall serve such writing upon Tenant regarding the removal of such Alteration, as aforesaid, at any time within thirty an Alteration not later than ninety (3090) days after Tenant’s written request for a determination by Landlord as prior to whether the expiration of the term of this Lease or extension period, if extended, and Tenant shall thereafter remove such Alteration shall be removed upon as herein required, repair any damage caused by such removal and restore the expiration or earlier termination of the Term. Any and all costs attributable to or related Premises to the applicable building codes of the city condition specified in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms Section 10 of this Article 5Lease.

Alterations. Except as provided in Tenant shall not make or permit to be made any alteration, modification, substitution or other change of any nature to the immediately preceding subparagraphmechanical, electrical, plumbing, HVAC, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, sprinkler systems within or serving the Leased Premises. Tenant shall not make no alterations or additions permit any other improvements, alterations, fixed decorations, substitutions, or modifications, structural or otherwise, to the Leased Premises or the Office Building (“Alterations”) without the prior written consent of Landlord, which consent may not be withheld in Landlord’s reasonable discretionunreasonably withheld, any such consent to also include the conditions under which the Alterations may be made. Alterations shall include, but not be limited to, the installation or modification of carpeting, walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expensewall covering. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to All such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of expense, by contractors or subcontractors approved by Landlord, except that and only after (i) Landlord may(or Tenant) has obtained, provided notice is given on behalf of Tenant, any necessary permits from governmental authorities and (ii) Tenant has submitted complete plans and specifications to Tenant at Landlord with respect to the time Alterations and Landlord approves such Alteration, require Tenanthas approved them. Landlord shall, at Tenant’s expense, to remove all partitions, counters, railings and other supervise the making of any Alterations installed by Tenant, and to repair . If any damages to mechanic’s lien is filed against the Leased Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an AlterationOffice Building for work or materials furnished to Tenant, Landlord may require removal of such Alteration, as aforesaid, at any time the lien shall be discharged by Tenant within thirty ten (3010) days after thereafter, solely at Tenant’s written request for a determination expense, by Landlord as either paying off or bonding the lien. Should Tenant fail to whether such Alteration shall be removed upon the expiration or earlier termination discharge any lien with ten (10) days of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5filing, Landlord shall have the right, but not the obligation, to discharge the lien at Tenant’s expense. Tenant shall indemnify and hold Landlord harmless from all expenses (including attorneys’ fees), liens, claims, or damage to persons, property, or the Office Building which may arise from the making of any Alterations. Any Alterations made without the prior consent of Landlord may be entitled to receive an administrative fee corrected or removed by Landlord, and Tenant shall, on demand, pay the cost of two percent (2%)the removal as Additional Rent. The construction of initial improvements work relating to the Premises any Alterations shall be governed by the terms not interfere with, or cause annoyance to, any other tenants of the Tenant work letterOffice Building or disrupt any access to, attached hereto as Exhibit C, and not or use of the terms of this Article 5Common Areas.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventycosting less than Twenty-Five Thousand Dollars ($75,000) in any Lease Year25,000.00), Tenant shall make no alterations not make, or suffer to be made, any alterations, improvements or additions in, on, about or to the Premises (“Alterations”) or any part thereof, without the prior written consent of Landlord. Any alterations, which consent may be withheld in Landlord’s reasonable discretionimprovements, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they additions shall be made by licensed contractors holding valid building permits issued by the appropriate governmental authority. Copies of all plans and permits for any alterations, improvements or additions shall be delivered to Landlord prior to the commencement of work. As a condition to giving such consent, Landlord may request that Tenant agree to remove any such alterations, improvements or additions at Tenant’s sole cost the termination of this Lease, and expense to restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any such alterations, improvement or addition, any alteration, addition or improvement to the Premises, except movable furniture and trade fixtures not affixed to the Premises, shall become the property of Landlord upon termination of the Lease and shall remain upon and be surrendered with the Premises at the termination of this Lease. Without limiting the generality of the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, buss xxxts, main and subpanels), air conditioning, partitioning, window coverings, and carpet installations made by Tenant regardless of how affixed to the Premises, together with all other additions, alterations and improvements that have become an integral part of the Building, shall be and become the property of Landlord, except that the Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is Lease, and shall not required in connection be deemed trade fixtures, and shall remain upon and be surrendered with an Alteration, Landlord may require removal of such Alteration, as aforesaid, the Premises at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of this Lease. If, during the Term. Any and Lease Term hereof, any alteration, addition or change of any sort to all costs attributable to or related to the applicable building codes any portion of the city in which Premises is required by law, regulation, ordinance or order of any public agency, due to Tenant's use, occupancy, or alterations, Tenant shall promptly make the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant same at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations not make, or suffer to be made, any alterations, improvements or additions in, on, about or to the Premises (“Alterations”) or the Building A Exclusive Areas or any part thereof, without the prior written consent of Landlord, which consent may will not be unreasonably withheld in or delayed; and without a valid building permit issued by the appropriate governmental authority. The foregoing notwithstanding, Landlord’s reasonable discretion's consent shall not be required for non-structural alterations, and then only by contractors improvements or mechanics approved by additions (which do not adversely affect the basic building systems of Building A or involve roof or wall penetrations) costing not more that $100,000 annually. The preceding sentence notwithstanding, whether or not Landlord's consent is required, Tenant agrees to give Landlord in writing and upon at least five (5) days prior written notice prior to commencing any work of improvement in, on or about the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionPremises (a) for which a building permit is required, and/or (b) which is to be prepared performed by a third party contractor or subcontractor and submitted which is estimated to cost or will cost in excess of $25,000. Within ten (10) days after Tenant's written request, Landlord shall advise Tenant as to whether Landlord will require any proposed alterations, improvements or additions to be removed or surrendered at the expiration (or earlier termination) of the Term. In the absence of any such request by Tenant, Landlord shall give Tenant written notice, not less than ninety (90) days prior to the expiration of the Term, of any alterations, additions or improvements Landlord requires to be removed. Failure of Landlord to respond timely to Tenant's request or, otherwise to give timely notice of the alterations, additions or improvements Landlord requires to be removed at the expiration of the Term, shall constitute Landlord's consent to the surrender of such alterations, improvements or additions, excluding any non-structural alterations, improvements or additions which Tenant elects to remove, provided that Tenant repairs all damage to the Premises caused by such removal. Unless Landlord requires that Tenant remove any such alterations, improvement or addition, any alteration, addition or improvement to the Premises, except movable furniture and trade fixtures, shall become the property of Landlord upon termination of the Lease and shall remain upon and be surrendered with the Premises at the termination of this Lease. Without limiting the generality of the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, buss ducts, main and subpanels), air conditioning, partitioning [except for modular demountables, which may be removed], drapery, and carpet installations made by Tenant regardless of how affixed to the Premises, together with all other additions, alterations and improvements that have become an integral part of the Building, shall be and become the property of the Landlord upon termination of the Lease, and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of this Lease. If, during the term hereof, any alteration, addition or change of any sort to all or any portion of the Premises or the Building A Exclusive Areas is required by law, regulation, ordinance or order of any public agency as a result of (i) Tenant's negligence or willful misconduct, (ii) Tenant's particular use of the Premises (including, without limitation, any change of use of the Premises by Tenant), (iii) any alterations, additions or improvements to the Premises by or for Tenant, or (iv) Tenant's applications for governmental approvals or permits, rather than due to the use and occupancy of the Premises in general or for any other reason, Tenant shall promptly make the same at its sole cost and expense. Tenant shallIf during the term hereof, at its sole any alteration, addition, or change to the Premises (except as provided in the previous sentence) or to the Common Area is required by law, regulation, ordinance or order of any public agency, Landlord shall make the same and no portion of the cost of such alteration, addition or change shall be a Common Area Charge or borne by the Tenant. It is expressly understood and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, agreed that Tenant shall not commence be required to make any work with respect alterations, improvement or addition to the Premises which is required by any law, regulation, ordinance or order except and only to the extent that such Alterations prior to such date. requirement applies because of the specific activities conducted by Tenant hereby indemnifiesat the Premises, defends and agrees to hold Landlord free and harmless from all liens and claims including without limitation, the negligence or willful misconduct of lienTenant, and all other liabilitythe particular use or any change in use of the Premises by Tenant, claims and demands arising out of any work done alterations, additions or material supplied improvements to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require for Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid application by Tenant at its sole cost and expense. With regard to repairs, Alterations for governmental approvals or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5permits.

Alterations. Except as Tenant shall not permit alterations in or to the Leased Premises unless and until Landlord has approved the plans therefor in writing; provided, however, that Tenant shall have the right to make alterations to the Leased Premises without obtaining Landlord’s prior written consent provided that (a) such alterations do not exceed One Hundred Twenty-Five Thousand Dollars ($125,000.00) in the immediately preceding subparagraph, cost in any one instance and except for non-structural and non-Building system alterations not in excess of Three Hundred Seventy-Five Thousand Dollars ($75,000375,000.00) in any cost in the aggregate during the Lease Year, Term; (b) such alterations are non-structural and non-mechanical in nature; (c) such alterations do not require a permit; (d) Tenant shall make no alterations or additions to the Premises (“Alterations”) without the provides Landlord with prior written consent notice of Landlordits intention to make such alterations stating in reasonable detail the nature, which consent may be withheld in Landlord’s reasonable discretion, extent and then only by contractors or mechanics approved by Landlord in writing and upon estimated cost of such alterations together with the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to for the Alterations in questionsame, to be prepared and submitted by Tenant, (e) at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor’s option, Tenant must remove such alterations and restore the Leased Premises upon termination of this Lease. As a condition of such approval, Landlord may require Tenant to remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, all such alterations shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall option be and become the property of Landlord, except that Landlord may, provided notice is given to removed by Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the TermLease in accordance with Section 2.03 above, or become a part of the realty and the property of Landlord. Notwithstanding anything contained herein to the contrary, Tenant shall have no obligation hereunder to remove any of the alterations or improvements which have been made by Tenant with the express written consent of Landlord, unless, at the time of granting such consent, Landlord has expressly required the removal of any such proposed alterations or improvements as a condition to granting such consent. Tenant shall ensure that all alterations shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord’s consent to the creation of any lien. If Landlord’s approval any lien is not required in connection with an Alterationfiled against the Leased Premises for work claimed to have been done for or material claimed to have been furnished to Tenant, Landlord may require removal Tenant shall cause such lien to be discharged of such Alteration, as aforesaid, at any time record or bonded over within thirty (30) days after Tenantfiling. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys’ fees in connection with any construction or alteration performed at the direction of Tenant and any related lien. Tenant agrees that if an alteration requires Landlord’s written request for consent pursuant to this Section 7.03, at Landlord’s option, Duke Construction Limited Partnership or a determination by Landlord subsidiary or affiliate of Landlord, who shall receive a fee as Landlord’s construction manager or general contractor, shall perform all work on any alterations to whether the Leased Premises; provided, however, such Alteration fee shall be removed upon at a competitive rate within the expiration or earlier termination of the Termmarket. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5In addition, Landlord agrees that it shall be entitled solicit competitive bids from at least three (3) subcontractors for all major trades required to receive an administrative fee of two percent (2%). The construction of initial improvements make such alterations; provided, however, that Tenant shall have the right to select additional bidders and, after consultation with Landlord, select the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5winning bid for such major trade.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearArticle 5.C. above, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion. Notwithstanding the foregoing, Tenant shall be permitted to make Alterations that do not exceed $[*], in the aggregate, provided such Alterations are interior in nature and then do not affect or impact the exterior, structure of or systems (including, without limitation, life safety systems) serving any portion of the Building. In all events, Alterations may only be performed (i) by contractors or mechanics approved by Landlord in writing (which approval shall not be unreasonably withheld, conditioned or delayed) and (ii) upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided by written notice is given to Tenant given at the time Landlord approves of approval of such AlterationAlterations, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the * Confidential treatment requested; certain information omitted and filed separately with the SEC. Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Termremoval. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 55.D., Landlord shall be entitled to receive an administrative administrative/supervision fee of two not to exceed [*] percent (2[*]%)) if smaller than $[*] and [*] percent ([*]%) above $[*] (which fee shall vary depending upon whether or not Tenant orders the work directly from Landlord) sufficient to compensate Landlord for all overhead, general conditions, fees and other costs and expenses arising from Landlord’s involvement with such work. The construction of initial improvements to the Premises Tenant’s Work shall be governed by the terms and conditions of the Tenant work letter, attached hereto as Exhibit CB, and not the terms of this Article 5.5.D.

Alterations. Except Tenant shall not make or suffer any alteration, improvement or addition ("Tenant's Alterations") to the Premises, other than installation of Tenant's Fixtures as provided in the immediately preceding subparagraphParagraph 7.5 of this Lease and all maintenance and repairs to be performed by Tenant as provided in Paragraph 7.2 of this Lease, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the obtaining Landlord's prior written consent of Landlordconsent, which consent shall not be unreasonably withheld, delayed or conditioned; provided, however, if such Tenant's Alterations shall cost less than $5,000 and do not affect the structure of the Building or constitute a material modification to the systems of the Building, such as plumbing, HVAC or electric service, Tenant may be withheld perform such Tenant's Alterations without Landlord's consent, provided that all such work is performed in Landlord’s reasonable discretionaccordance with any and all applicable laws, rules, order and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications codes pertaining to the performance of such work. Tenant's Alterations in questionshall include, without limitation, any work by Tenant which affects the exterior of the Premises or any structural, plumbing, electrical or mechanical component of the Premises or the Building. Any and all of Tenant's Alterations shall be deemed to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims part of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at for the request purposes of Tenant in connection with any AlterationsTenant's obligations hereunder to maintain and repair the Premises. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon Upon the expiration or earlier termination of this Lease, Tenant's Alterations shall become the Term. If property of the Landlord’s approval is not required in connection , which property Tenant shall surrender with an Alterationthe Premises unless Landlord, Landlord may require removal by written notice to Tenant prior to installation of such AlterationTenant's Alterations, as aforesaidrequires Tenant to remove all or some portion of such Tenant's Alterations in which latter case Tenant shall, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from 's cost, remove Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, 's Alterations or such portion thereof as Landlord requires, repair any other work arising from or related to this Article 5damage such removal causes, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to and restore the Premises shall be governed by the terms to their condition prior to installation of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5such Tenant's Alterations.

Alterations. Except as provided in the immediately preceding subparagraphSublessee shall not make or suffer to be made any alterations, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars additions or improvements ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (collectively “Alterations”) in, on, or to the Sublet Space without the prior written consent of Landlord, Sublessor which consent may shall not be withheld in Landlordunreasonably withheld. Any Alteration Sublessee is so permitted to make shall be made by Sublessee at Sublessee’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved Sublessee shall notify Sublessor at least fifteen (15) business days in advance of the same, so that Sublessor may post appropriate notices of nonresponsibility. Upon the expiration or sooner termination of this Sublease, Sublessee shall, upon demand by Landlord. If LandlordSublessor, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at TenantSublessee’s sole cost and expense expense, forthwith and with all due diligence, remove any Alterations made or paid for by Sublessee and Sublessee shall be forthwith and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenantwith all due diligence, at TenantSublessee’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense, repair and restore the Sublet Space to their original condition, ordinary wear and tear excepted. With regard to repairs, Alterations or Notwithstanding any other work arising provision herein, Sublessee shall not be required to remove any Alteration from the Sublet Space, if at the time of granting its consent to such Alteration, Sublessor and Landlord, as defined in the Master Lease, agree that at the Sublease Term Expiration Date or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms sooner termination of the Tenant work letter, attached hereto as Exhibit C, and Sublease that Sublessee shall not have to remove such Alteration from the terms of this Article 5Sublet Space.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000a) in any Lease Year, Tenant shall not make no alterations or additions allow to be made any alterations, additions, or improvements in or to the Premises (“collectively, "Alterations”") without the prior first obtaining Landlord's written consent of Landlordconsent, which consent may shall not be withheld unreasonably withheld, conditioned, or delayed. (b) Xxxxxx agrees that all such work, if approved by Landlord, shall be done at Tenant's sole cost and expense and in Landlord’s reasonable discretiona good and workmanlike manner, that the structural integrity of the Building shall not be impaired, and then only that no liens shall attach to all or any part of the Premises, the Building, or the Property by contractors or mechanics approved reason thereof. Tenant shall obtain, at its sole expense, all permits required for such work. (c) All Alterations made by Landlord in writing and upon Tenant shall become the approval by Landlord in writing property of fully detailed and dimensioned plans and specifications pertaining Tenant, including but not limited to the Alterations in questionforegoing Alterations, to movable equipment, trade fixtures, personal property, and furniture (collectively, "Tenant Owned Property") and shall not become the property of Landlord but shall be prepared and submitted removed by Tenant, at Tenant's sole cost and expense, not later than the Lease Expiration Date. Tenant shall repair at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain expense all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied damage caused to the Premises or the Building by the removal of any Alterations that Tenant is required to remove or Tenant Owned Property. Landlord may remove any Tenant Owned Property or Alterations that Tenant is required to but fails to remove at the request Lease Expiration Date and Tenant shall pay to Landlord the reasonable cost of Tenant in connection with any Alterationsremoval. If permitted Alterations are made, they Tenant's obligations under this Section 8 shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon survive the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Lease.

Alterations. Except 11.1 Other than Landlord's Work and Tenant's Work (as provided such terms are defined in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearEXHIBIT B attached hereto), Tenant shall not make no alterations any alterations, additions or additions improvements to the Demised Premises (“collectively, the "Alterations”") without the prior written consent of Landlord, except for the installation of unattached, movable trade fixtures which consent may be withheld in Landlord’s reasonable discretioninstalled without drilling, and then only by contractors cutting or mechanics approved by Landlord in writing and upon otherwise defacing the approval by Landlord in writing of fully detailed and dimensioned Demised Premises. Tenant shall furnish complete plans and specifications pertaining to Landlord at the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining time it requests Landlord's consent to any Alterations approved by if the desired Alterations (i) will affect the Industrial Complex's mechanical, electrical, plumbing or life safety systems or services, or (ii) will affect any structural component of the Demised Premises or the Industrial Complex, or (iii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority, or (iv) will cost in excess of Twenty-Five Thousand Dollars ($25,000.00). Subsequent to obtaining Landlord. If Landlord, in approving any 's consent and prior to commencement of the Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence deliver to Landlord any work with respect to such Alterations prior to such datebuilding permit required by applicable law and a copy of the executed construction contract(s). Tenant hereby indemnifies, defends and agrees to hold shall reimburse Landlord free and harmless from within ten (10) days after the rendition of a bill for all liens and claims of lien, and all other liability, claims and demands arising out Landlord's reasonable actual out-of-pocket costs (up xx a maximum of any work done or material supplied to five percent (5%) of the Premises by or at the request cost of Tenant such Alterations) incurred in connection with any Alterations, including, without limitation, all management, engineering, outside consulting, and construction fees incurred by or on behalf of Landlord for the review and approval of Tenant's plans and specifications and for the monitoring of construction of the Alterations. If permitted Landlord consents to the making of any Alterations, such Alterations are made, they shall be made by Tenant at Tenant’s 's sole cost and expense and by a contractor approved in writing in advance by Landlord. Tenant shall be and become the property of Landlord, except that give Landlord may, provided not less than ten (10) days advance written notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, commencement of Tenant's Alterations to enable Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any post and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.record notices of

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearotherwise required herein, Tenant shall not make no alterations any alterations, additions or additions improvements to the exterior or structural portions of the Premises (including, without limitation, the roof) (herein referred to collectively as “AlterationsAlteration”) without the prior written consent of LandlordLandlord and the Association (to the extent it has jurisdiction), which consent Landlord and the Association shall not unreasonably withhold. Tenant may install in the interior of the Premises without the consent of Landlord, unattached, movable trade fixtures and furniture which may be withheld in Landlord’s reasonable discretioninstalled without drilling, cutting or otherwise defacing the Premises (herein referred to as “Removable Trade Fixtures”). Tenant shall submit to Landlord for its review and approval, complete plans and specifications for any proposed Alteration at the time approval is sought, and then only by contractors if necessary, resubmit the same from time to time, within fifteen (15) days after receipt of written notice of disapproval thereof from Landlord or mechanics the Association, until the same are approved by Landlord in writing and upon the Association if applicable. In the event the Association or Landlord fails to grant its approval by Landlord in writing (or disapproval) of fully detailed and dimensioned Tenant’s plans and specifications pertaining within ten (10) days of Tenant’s submission (and/or resubmission) of the same, then Landlord and/or the Association, as the case may be, shall be deemed to have approved the Alterations in question, to be prepared and submitted same. In connection with any Alteration of the Premises by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work comply with respect to such Alterations prior to such date. Tenant hereby indemnifiesall applicable federal, defends state, county and agrees to hold Landlord free local laws and harmless from all liens and claims of lienordinances (including, without limitation, the ADA), and all other liability, claims rules and demands arising out regulations of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other governmental authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Premises.

Alterations. Except as provided No alteration, addition, improvement, or other change in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Leased Premises (“Alterations”hereinafter an "Alteration") shall be made by Tenant except under the following circumstances: (a) no Alteration shall be made without the prior written consent of LandlordLandlord to the specific Alteration, except usual nonstructural interior remodeling which consent may enhances the value of the Leased Premises; (b) no Alteration shall be withheld commenced until Tenant has first obtained and paid for all required permits and authorizations of all governmental authorities having jurisdiction; (c) any Alteration shall be made promptly and in Landlord’s reasonable discretiona good and workmanlike manner and in compliance with all laws, ordinances, regulations, and then only by contractors requirements of all governmental authorities; (d) the cost of any such Alteration shall be paid in cash or mechanics approved by Landlord in writing and upon its equivalent, so that the approval by Landlord in writing Leased Premises shall at all times be free of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lienfor work, and all other liabilitylabor, claims and demands arising out of any work done or material materials supplied or claimed to have been supplied to the Leased Premises by and, if Landlord at any time so requests, no Alteration shall commence or at the request of proceed unless Tenant in connection with gives evidence satisfactory to Landlord that such Alteration will be fully paid for upon completion; and (e) any Alterations. If permitted Alterations are made, they Alteration shall be made at Tenant’s sole cost immediately become and expense and shall be and become remain the property of Landlord, except that unless Landlord mayotherwise agrees, provided notice is given to Tenant at the time Landlord approves such Alterationin writing, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages subject to the Premises caused by such removal rights of Tenant under this lease provided that upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5lease, Landlord shall be entitled have the right at its option to receive an administrative fee of two percent (2%). The construction of initial improvements require Tenant to remove any Alteration and to restore the Leased Premises to the Premises shall be governed by same condition as before the terms of Alteration was made, unless Landlord expressly waives the Tenant work letter, attached hereto as Exhibit C, and not foregoing right in its written consent to the terms of this Article 5Alteration.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000a) in any Lease Year, Tenant shall make no alterations not construct any alterations, improvements, or additions to or otherwise alter the Leased Premises (“Alterations”) without the Landlord’s prior written consent of Landlordconsent, which consent may provided, however, that Tenant shall be withheld in entitled, without Landlord’s reasonable discretionprior consent, to make Alterations (i) that do not affect the structural integrity, the exterior sections, or water-tight nature of the Building, and then only by contractors or mechanics approved by Landlord in writing and upon (ii) the approval by Landlord in writing reasonably estimated cost of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlordwhich does not exceed [amount]. If Landlord, in approving ’s approval for any Alterations, specifies a reasonable commencement date thereforAlterations is required, Tenant shall not commence any work with respect undertake the Alterations until Landlord has given written consent to such Alterations prior to such date. Tenant hereby indemnifies, defends the plans and agrees to hold Landlord free and harmless from all liens and claims of lienspecifications, and the Alterations shall be constructed substantially in compliance with plans and specifications approved by a licensed contractor and by Landlord. All Alterations shall be constructed by a licensed contractor in accordance with all other liability, claims and demands arising out Laws using new materials of good quality. (b) Tenant shall not commence construction of any work done or material supplied Alterations until: (i) all required governmental approvals and permits have been obtained, (ii) all requirements regarding insurance imposed by this Lease have been satisfied, (iii) Tenant has given Landlord at least ten (10) days’ prior written notice of Tenant’s intention to the Premises by or at the request of commence construction, and (iv) Tenant in connection with any Alterations. If permitted Alterations are madehas provided to Landlord, they shall be made at Tenant’s sole cost and expense expense, a lien and completion bond in an amount equal to one and one-half (1 1/2) the estimated cost of the Alterations, to insure Landlord against any liability for mechanics’ and materialmen’s liens and to ensure completion of the Alterations. (c) Tenant shall pay, when due, all claims for labor or materials furnished or alleged to have been furnished in connection with the Alterations that are or may become mechanics’ or materialmen’s liens against the Leased Premises or the Project or any interest in them. Tenant shall have the right to, in good faith, contest the validity of any lien, claim, or demand, provided that Tenant shall, at Tenant’s sole expense, defend Landlord against the lien, claim, or demand, and, upon the request of Landlord, Tenant shall furnish to Landlord a surety bond in an amount equal to the contested lien, claim, or demand indemnifying Landlord against liability and holding the Leased Premises, the Building, and the Project free from the effect of the lien, claim, or demand. In addition, Landlord may require Tenant to pay Landlord’s attorney’s fees and costs in connection with the defense of any lien, claim, or demand. Tenant shall pay and satisfy any adverse judgment that may be rendered to enforce the lien, claim, or demand against the Landlord, the Leased Premises, or the Project. (d) All Alterations shall be and remain the property of Tenant during the term of this Lease but shall not be altered or removed from the Leased Premises. At the expiration or sooner termination of the term of this Lease, all Alterations shall become the property of Landlord, except and Landlord shall have no obligation to reimburse Tenant for any portion of the value or cost. However, Landlord shall have the right to require Tenant to remove any Alterations; in that case, Tenant shall remove the Alterations prior to the expiration or sooner termination of the term of this Lease. However, Tenant shall not be obligated to remove any Alterations with respect to which: (i) Tenant was required or elected to obtain the consent of Landlord; (ii) at the time Tenant requested the consent of Landlord, Tenant requested that Landlord may, provided notice is given inform Tenant of whether Landlord would require Tenant to Tenant remove the Alteration at the expiration of the term of this Lease; and (iii) at the time Landlord approves such Alterationgranted consent, Landlord notified Tenant that Landlord would not require Tenantthe removal of the Alteration at the expiration of the term of this Lease. (e) Tenant shall make any alteration, at addition, or change of any sort to the Leased Premises that is required by any Law because of: (i) Tenant’s expenseparticular use or change of use of the Leased Premises; (ii) Tenant’s application for any permit or governmental approval; or (iii) Tenant’s construction or installation of any Alterations. Any other alteration, addition, or change required by Law shall be the responsibility of Landlord, subject, if any, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required right of reimbursement in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Section 6.

Alterations. Except as provided Tenant shall not make or cause to be made any structural alterations, additions or improvements to the Building, without first obtaining Landlord's written approval, which approval shall not be unreasonably withheld. Notwithstanding anything contained in this Paragraph to the immediately preceding subparagraphcontrary, and except for Tenant shall be allowed to make non-structural improvements in the Leased Premises up to a cost of Ten Thousand and non-Building system alterations not in excess of Seventy-Five Thousand no/l00 Dollars ($75,00010,000.00) in any Lease Year, without Landlord's approval. Tenant shall make no alterations or additions present to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining for such work at the time approval is sought. In the event Landlord consents to the Alterations in questionmaking of any alterations, additions, or improvements to be prepared and submitted the Leased Premises by Tenant, the same shall be made by Tenant at its Tenant's sole cost and expense. Tenant shallmay make non-structural improvements, at its sole cost and expensealterations, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied additions to the Leased Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made without Landlord approval at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its 's sole cost and expense. With regard All such work with respect to repairsany alterations, Alterations or any other work arising from or related to this Article 5additions, Landlord and changes shall be entitled done in a good and workmanlike manner and diligently prosecuted to receive an administrative fee completion such that, except as absolutely necessary during the course of two percent (2%)such work, the Leased Premises shall at all times be a complete operating unit. The construction of initial Any such alterations, additions, or changes shall be performed and done strictly in accordance with all laws and ordinances relating thereto. Any alterations, additions, or improvements to or of the Premises Leased Premises, including, but not limited to, wall covering, paneling, and built-in cabinet work, but excepting movable furniture and equipment, shall at once become a part of the realty and shall be governed by surrendered with the terms Leased Premises unless Landlord otherwise elects at the end of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5term hereof.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars (costing less than $75,000) in any Lease Year5,000, Tenant shall make no alterations alterations, additions or additions improvements to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may in the case of non-structural alterations costing more than $5,000.00 shall not be unreasonably withheld or delayed, but in the case of structural alterations is to be given or withheld in Landlord’s reasonable discretion, and then in any such case such alterations shall only be made in accordance with complete construction documents approved in advance by Landlord. All alterations, additions and improvements, whether or not requiring Landlord’s prior written consent, shall be done only by contractors or mechanics approved in advance by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseLandlord. Tenant shall, at its sole cost and expense, shall obtain all necessary approvals permits before undertaking any such alterations, additions or improvements and permits pertaining shall carry such insurance and obtain such payment. performance and xxxx xxxxx as Landlord shall reasonably require. Tenant shall furnish Landlord with plans of any completed alterations, additions or improvements. Any alterations, additions and improvements to any Alterations approved by the Premises, except movable furniture and trade fixtures, shall belong to Landlord. If LandlordAll alterations, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends additions and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed at Tenant’s sole cost. If any mechanic’s lien (which term shall include all similar liens relating to the furnishing of labor and materials) is filed against the Premises, which is claimed to be attributable to Tenant, its agents, employees or contractors, Tenant shall give immediate notice of such lien to Landlord and shall discharge the same by the terms payment or filing any necessary bond within 10 days after Tenant has notice (from any source) of such lien. Landlord’s approval of the Tenant construction documents shall signify Landlord’s consent to the work letter, attached hereto as Exhibit Cshown thereon only, and not the terms of this Article 5Tenant shall be solely responsible for any errors or omissions contained therein.

Alterations. Except as provided in Prior to making or permitting to be made any alterations, additions or improvements ("Alterations") to the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in Premises or any Lease Yearpart thereof, Tenant shall make no alterations first submit a detailed description thereof to Landlord and obtain Landlord's written approval, which shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord's approval shall not be required (but prior notice to Landlord describing the proposed Alterations must be provided) for (a) painting, (b) carpet refurbishment, or (c) Alterations that: do not exceed $75,000 in the aggregate; and (i) are not visible from the exterior of the Premises; (ii) do not affect any Building system or the structural elements of the Building; (iii) do not require material penetrations into the floor, ceiling or walls; and (iv) do not require material work within the walls, below the floor or above the ceiling. For any Alterations, Landlord, at Landlord's option, shall have the right to provide construction management for and on behalf of Tenant, at Tenant's sole expense, constituting five percent (5%) of the Alteration's total cost. All alterations, additions or improvements made by Tenant subsequent to the Tenant Improvements and all fixtures attached to the Premises shall become the property of Landlord and remain at the Premises or, at Landlord's option, after written notice to Tenant upon providing approval to said Alterations, any or all of the foregoing which may be designated by Landlord shall be removed at the cost of Tenant before the expiration or sooner termination of this Lease and in such event Tenant shall repair all damage to the Premises caused by the installation or removal. Notwithstanding anything in this Lease, unless otherwise requested by Landlord in writing, Tenant shall remove all Direct Tenant Work (“Alterations”defined at Article 8(1) hereof) and shall repair all damage to the Premises caused by the installation or removal of such Direct Tenant Work. Subject to Article 16(a)(ix) below, Tenant shall not erect or place, or cause or allow to be erected or placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Premises and/or the Building, without the prior written consent of Landlord, which consent shall not be unreasonably withheld, conditioned or delayed; provided, however, that Landlord's consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expensediscretion for any such improvement which would be on the exterior of the Building or visible from outside of the Building. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to place weights anywhere beyond the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination safe carrying capacity of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5structure.

Alterations. Except as provided Tenant will not make or permit anyone to make any alterations, decorations, additions, or improvements, structural or otherwise, in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises demised premises or the Building (“"Alterations”") without the prior written consent of Landlord; provided, however, that Landlord's consent shall not be required for non-structural Alterations which consent may be withheld in Landlord’s reasonable discretioncost less than $25,000 to perform. All Alterations permitted by Landlord must conform to all rules, regulations, and then only by contractors or mechanics approved by Landlord in writing requirements of the federal, state, and upon municipal governments, and conform harmoniously with the approval by Landlord in writing of fully detailed Building's design and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseinterior decoration. Tenant shall, at its sole cost shall and expense, obtain all necessary approvals does hereby indemnify and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, against any and all other liabilityexpenses, claims and demands arising out liens, claims, or damages to person or property which may or might arise by reason of any work done or material supplied to the Premises by or at the request making of Tenant in connection with any Alterations. If permitted Alterations are madeany Alteration is made without the prior written consent of Landlord, they Landlord may correct or remove the same, and Tenant shall be liable for any and all expenses incurred by Landlord in the performance of this work. All Alterations made by either party shall, at Tenant’s sole cost and expense and shall be and Landlord's election, immediately become the property of Landlord, except that Landlord may, provided notice is given to Tenant and shall remain upon and be surrendered with the demised premises as a part thereof at the time end of the term hereof without disturbance, molestation, or injury. Should Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other elect that any Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall Tenant be removed upon the expiration or earlier termination of this Lease, Tenant shall remove the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from same at Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its 's sole cost and expense. With regard expense and if Tenant fails to repairs, Alterations or any other work arising from or related to this Article 5remove the same, Landlord may remove the same at Tenant's expense and Tenant shall be entitled to receive an administrative fee reimburse Landlord for the cost of two percent (2%). The construction such removal together with any and all damages which Landlord may sustain by reason of initial improvements to the Premises shall be governed such default by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Tenant.

Alterations. Except as provided in the immediately preceding subparagraph1. Tenant shall not make any alterations, and except for non-installations, changes, replacements, additions or improvements (structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000or otherwise) in any Lease Year, Tenant shall make no alterations or additions to the said Premises (“Alterations”) or any part thereof without the prior written consent approval of LandlordLandlord of the design, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expensetherefore. Tenant shall, at its sole cost shall keep the said Premises and expense, obtain all necessary approvals the building and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies grounds of which it is a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord part free and harmless from all clear of liens and claims of lien, and all other liability, claims and demands arising out of any work done performed, materials furnished, or material supplied to obligations incurred by Xxxxxx, including mechanic's liens. 2. It is specifically understood that all alterations, installations, changes, replacements, additions or improvements upon the said Premises by or shall, at the request election of the Landlord, remain upon the said Premises and be surrendered by the Tenant with the said Premises at the expiration of this lease without disturbance or injury, unless otherwise agreed by the Tenant and Landlord in connection with writing. Should Landlord require Tenant to remove any Alterations. If permitted Alterations are madeor all alterations, they shall be made installations, changes, replacements, additions or improvements upon the said Premises upon termination of this lease or any extension thereof, Tenant agrees to remove those items so designated by Landlord at Tenant’s the sole cost and expense of Tenant. Shall Tenant fail to remove those items so designated by Landlord, then Landlord may cause the said items to be removed, and Xxxxxx agrees to reimburse Landlord for the cost of such removal, together with any and all reasonable damage which Landlord may suffer and sustain by reason of the failure of Tenant to remove the same. 3. Maintenance and repair of any items installed by Xxxxxx as outlined in this Article shall be and become the property sole responsibility of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and Landlord shall have no obligation to maintain or repair the said items unless the parties agree otherwise in writing. 4. Tenant shall promptly repair any and all damages caused to the said Premises caused or to the building and grounds of which the said Premises are a part which are occasioned by such removal upon the expiration installation or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related alteration made pursuant to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Article.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“"Alterations”") without the prior written consent of Landlord, which consent may be withheld in Landlord’s 's reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s 's sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s 's expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s 's approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s 's written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s 's plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided Tenant shall in no event make or permit to be made any alteration, modification, substitution or other change of any nature to the immediately preceding subparagraphmechanical, electrical, plumbing, HVAC, and except for non-structural and non-Building system alterations not in excess sprinkler systems within or serving the Premises. After completion of Seventy-Five Thousand Dollars ($75,000) in any Lease YearTenant's Improvements within the Premises, Tenant shall not make no alterations or additions permit any other improvements, alterations, fixed decorations, substitutions or modifications, structural or otherwise, to the Premises or the Building (“"Alterations”") without the prior written consent approval of Landlord. Landlord shall not unreasonably withhold or delay its consent to Alterations which do not affect the structural, mechanical, plumbing or electrical elements or systems of the Building and which consent are not visible from outside the Premises, provided such work conforms with the design criteria, standards and architectural guidelines for the Building. Landlord's approval shall include the conditions under which acceptable Alterations may be withheld in Landlord’s reasonable discretionmade. Alterations shall include, but not be limited to, the installation or modification of carpeting, walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window and then only by contractors or mechanics approved by Landlord in writing and upon wall coverings; but shall not include the approval by Landlord in writing of fully detailed and dimensioned initial Tenant's Improvements placed within the Premises pursuant to Section 5. 1. All Alterations shall be based on complete plans and specifications pertaining to the Alterations in question, to be prepared and submitted by TenantTenant to Landlord for approval, at its sole cost except in the instance of cosmetic changes, such as painting and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlordcarpeting, in approving any Alterations, specifies a reasonable commencement date therefor, which case Tenant shall not commence any work provide Landlord with respect to such samples showing colors, styles, etc. All Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made by Landlord at Tenant’s 's sole cost and expense and shall be and become the property of Landlordcost, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed payable by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alterationas Additional Rent, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request receipt of an invoice for a determination by Landlord same from Landlord, which cost shall include Landlord's standard construction management fee, which such fee as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any Lease Commencement Date is thirteen and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two a half percent (213.5%). The construction Tenant shall be responsible for the cost of initial any additional improvements to within the Premises or the Common Area required by The Americans with Disabilities Act of 1990 as a result of Tenant's Alterations. If Tenant makes any Alterations without the prior consent of Landlord, then, in addition to Landlord's other remedies, Landlord may correct or remove such Alterations and Tenant shall be governed by pay the terms cost thereof, as Additional Rent, within ten (10) days of the Tenant work letter, attached hereto as Exhibit C, and not the terms receipt of this Article 5invoice from Landlord.

Alterations. Except as provided in the immediately preceding subparagraph(A) Tenant will make no alterations, and except for non-structural and non-Building system alterations not in excess decorations, additions or improvements (other than minor redecorating or installation of Seventy-Five Thousand Dollars ($75,000removable Tenant improvements) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“collectively called "Alterations”") without Landlord's prior written consent and approval of the prior Architectural Review Committee if applicable. As a condition precedent to the Landlord's consent, Tenant shall deliver to the Landlord written plans and specifications for all such Alterations where the aggregate cost exceeds $25,000 Such plans and specifications shall be deemed to be accepted if Tenant has not received Landlord's notice of rejection of such plans and specifications within fifteen (15) days of the receipt thereof by Landlord. Tenant shall comply with the reasonable requirements of Landlord, the International ·Business Park Architectural Review Committee, if applicable, and with all governmental rules and regulations in connection with such Alterations. At all reasonable times, Landlord shall have the right to inspect, copy, and audit all documents that relate to Alterations at Landlord's cost and expense. Tenant shall not permit any mechanic's, materialmen’s or other liens to stand against the Premises or the Building for work or materials furnished to Tenant. Except as otherwise agreed by Landlord and Tenant, all Alterations, additions, substitutions and improvements made and installed by or for Tenant, whether at Tenant's or Landlord's cost, shall be and remain Landlord's property, and Tenant shall not remove such without the written consent of Landlord, which consent may be withheld provided, however, that unless otherwise agreed in Landlord’s reasonable discretionwriting, and then only by contractors or mechanics approved by Landlord in writing and upon Tenant shall have the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining right to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving remove any Alterations, specifies a reasonable commencement date thereforadditions, or improvements installed at the expense of Tenant, but Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from repair all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages damage to the Premises caused by such removal upon the removal. Upon expiration or earlier of termination of the Termlease, Tenant shall upon demand of Landlord, remove some or all of the Alterations (4.2(A)) and Tenant leasehold improvements. If Landlord’s approval is not required (Exhibit B and B-1). (B) From time to time Tenant will make changes and improvements in connection with an Alteration, Landlord may require its process that Involve the installation or removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon capital equipment from the expiration or earlier termination of the TermPremises. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial Should these improvements not require modifications to the Premises to accommodate the equipment (including but not limited to roof cuts, floor cuts, plumbing, electrical wiring, exterior wall modifications for venting and other structural modifications) then such process related Improvements shall not be governed by deemed to be "Alterations" under Section 4.2 (A) and the terms Landlord shall not require notification of the Tenant work lettersame. Such installation or removal of capital equipment and changes or improvements to Tenant's process should be performed in a workmanlike manner and in compliance with all applicable laws, attached hereto as Exhibit Crules, codes and not the terms of this Article 5regulations.

Alterations. Except as provided No alterations, additions or improvements shall be made to the Premises or any part thereof by or on behalf of Tenant without first submitting a detailed description thereof to Landlord and obtaining Landlord’s written approval which shall not be unreasonably withheld, conditioned or delayed provided, however, Landlord’s approval shall not be required in connection with alterations, additions or improvements each costing Twenty-Five Thousand ($25,000.00) Dollars or less so long as: (i) Tenant has obtained all requisite governmental permits and approvals; and (ii) the immediately preceding subparagraphalterations, and except for additions or improvements are non-structural in nature and non-Building system alterations do not affect any of the Building’s mechanical or other systems; (iii) upon the completion of each alteration, addition or improvement Tenant provides Landlord notice thereof; and (iv) if the relocation of walls is involved in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearthe alteration, addition or improvement, Tenant shall make no alterations provides to Landlord CAD drawings of the work in question (collectively, “Permitted Alterations”). All alterations, additions or additions improvements made by Tenant and all fixtures attached to the Premises (other than trade fixtures such as moveable walls and cubicles) shall become the property of Landlord and remain at the Premises or, at Landlord’s option, after written notice to Tenant, any or all of the foregoing which may be designated by Landlord at the time Landlord’s approval is requested or concerning a Permitted Alteration upon Tenant’s request in writing, shall be removed at the cost of Tenant before the expiration or sooner termination of this Lease and in such event Tenant shall repair all damage to the Building caused by the installation or removal. However, Landlord acknowledges that none of the Tenant Work need be removed by Tenant upon the expiration or sooner termination of this Lease. Notwithstanding anything in this Lease, unless otherwise requested by Landlord in writing, Tenant shall remove all of Tenant’s telephone and data wiring and cabling (collectively, the “AlterationsDirect Tenant Work”) and shall repair all damage to the Building caused by the installation or removal of such Direct Tenant Work. Except as set forth in this Lease, Tenant shall not erect or place, or cause or allow to be erected or placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Premises which is visible from the exterior of the Premises, without the prior written consent of Landlord, Landlord which consent may shall not be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseunreasonably withheld. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to place weights anywhere beyond the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination safe carrying capacity of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5structure.

Alterations. Except as otherwise provided in the immediately preceding subparagraph, Article 5.B. above and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearExhibit B attached hereto, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretionsole discretion as to Alterations which adversely affect or impair the structural integrity of or the efficient and proper operation of the operating systems of the Building, and then which consent shall not be unreasonably withheld, delayed or conditioned as to all other Alterations. Any Alterations shall only be performed by contractors or mechanics approved by Landlord in writing (which approval shall not be unreasonably withheld, conditioned or delayed), and only upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionquestion (to the extent such plans and/or specifications would customarily be prepared for work of such nature), to be prepared and submitted by Tenant, at its sole cost and expense, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are mademade by, on behalf of, or at the request of, Tenant, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided by written notice is given to Tenant given at the time Landlord approves of approval of such AlterationAlterations, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal. Unless Landlord notifies Tenant in writing of such removal upon obligation at the expiration or earlier termination time of the Term. If Landlord’s approval is of the plans and specifications therefor in accordance with the terms and conditions of Exhibit B attached hereto, Tenant shall not be required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at to remove any time within thirty (30) days after alterations or improvements made to prepare the Premises for Tenant’s written request for a determination by initial occupancy; provided, however, that Landlord as agrees that Tenant shall not be obligated to whether such Alteration shall be removed upon the expiration or earlier termination remove any of the Termimprovements conceptually shown on the space plan hereto as Exhibit B-1, subject to the terms and conditions of Exhibit B attached hereto. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located City of Boston (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations Alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two a commercially reasonable administrative/supervision fee, not to exceed three percent (23%). The construction of initial improvements to the Premises shall be governed by the terms ) of the Tenant work letterso-called “hard” costs of any such work, attached hereto as Exhibit C, to compensate Landlord for costs and not the terms of this Article 5expenses arising from Landlord’s review and approval processes.

Alterations. Except as provided in the immediately preceding subparagraphSubtenant may, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions from time to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenanttime, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole own cost and expense and shall be and become without the property consent of LandlordSublandlord, except that Landlord maymake alterations, additions or improvements (collectively herein called "Alterations") of a non-structural nature to the interior of the Sublet Premises whose cost in any one instance is $25,000 or less, provided Subtenant gives Sublandlord fifteen (15) days prior written notice of any such Alterations. To the extent that Subtenant obtains plans and specifications for any such Alterations whose cost is given $25,000 or less, Subtenant shall provide Sublandlord with copies of such plans and specifications for Sublandlord's information. If Subtenant desires to Tenant at make any non-structural Alterations to the time interior of the Sublet Premises costing in excess of $25,000 in any one instance, Subtenant must first obtain the consent of Sublandlord and Landlord approves such Alterationthereto, require Tenantwhich consent by Sublandlord shall not be unreasonably withheld or delayed. Any non-structural Alterations to the interior of the Sublet Premises costing in excess of $25,000 in any one instance shall include written plans and specifications for the Alterations. At the end of the Sublease Term, at Tenant’s expense, Subtenant may elect to remove all partitionsor to leave any such Alterations, counters, railings and other Alterations installed by Tenant, and provided that Subtenant must give Sublandlord written notice of its election as to repair any damages each Alteration no less than ten (10) months prior to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval Subtenant elects to remove any such Alterations, Subtenant's only responsibility upon removal is to repair any damage caused by the removal and not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration restore the Sublet Premises. All Alterations shall be removed upon done by Sublandlord's designated contractors and engineers in accordance with the expiration or earlier termination terms and conditions of the TermPrime Lease. Any Without limiting the foregoing, Subtenant shall obtain all necessary licenses and permits, shall perform all costs attributable to or related to the applicable building codes of the city Alterations in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plansaccordance with all laws, specificationsby-laws, improvementsrules, alterations or otherwise shall be paid by Tenant at its sole cost regulations, licenses and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5permits.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and structural, non-Building system exterior, non-building systems alterations not costing less than $50,000 in excess of Seventy-Five Thousand Dollars ($75,000) the aggregate in any Lease Year12-month period, Tenant shall may make no alterations or additions improvements to the Premises (“Alterations”) without the prior written consent of Landlord, which Landlord may not unreasonably withhold, condition or delay; provided that irrespective of the cost of an alteration, any alteration that is structural, effects building systems or is to the exterior of the Premises shall required the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable sole discretion. At the time that Landlord gives consent, Landlord will state whether Landlord will require Tenant to remove the alterations at the end of the Lease Term and then only by contractors or mechanics approved by Landlord in writing and upon to restore the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining Premises to their condition before Tenant made the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expensealterations. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence install any work with respect to such Alterations prior to such date“through-the-wall” or “through-the-window” heaters or air-conditioners in the Premises. Tenant hereby indemnifiesshall make any approved alterations in accordance with all applicable laws and regulations, defends and agrees to hold Landlord free and harmless from with all liens and claims of lienrequired building permits, and all other liability, claims and demands arising out with arrangements acceptable to Landlord to eliminate risk of any work done mechanic’s or material supplied construction liens attaching to the Building or to the Premises. Tenant indemnifies Landlord against any cost or expense incurred by Landlord to investigate, contest, or satisfy any mechanic’s or construction lien on the Building or the Premises that results from any alterations authorized or contracted for by or at the request of Tenant in connection with any AlterationsTenant. If permitted Alterations are made, they All alterations shall be made by Tenant at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair including any damages alterations required to the Premises caused Building that are required by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related alteration Tenant makes to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Premises.

Alterations. Except as provided in the immediately preceding subparagraphTenant will not make or permit to be made any ----------- alterations, improvements and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Leased Premises (“Alterations”) without or any part thereof except by and with the prior written consent of Landlord, which consent may shall not be withheld in Landlord’s reasonable discretionunreasonably withheld. All alterations, improvements and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining additions to the Alterations Leased Premises shall be made in questionaccordance with all applicable laws and shall at once when made or installed be deemed to have attached to the freehold and to have become the property of Landlord and except as provided in section 12 of this Lease shall remain for the benefit of Landlord at the end of the term of this Lease or other expiration of this Lease in as good order and condition as they were when installed, reasonable wear and tear and damage by insured casualty excepted; provided, however, if at the time of such alterations, the parties hereto agreed that such alterations were to be prepared and submitted by Tenant, removed at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforthe termination of this Lease, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s 's sole cost and expense promptly remove the alterations, improvements and shall be additions which were placed in the Leased Premises by Tenant and become the property of Landlord, except that Landlord may, provided which are designated in said notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused damage occasioned by such removal upon and restore the expiration Leased Premises to the condition in which they were prior to such alterations, improvements or earlier termination of the Term. If Landlord’s approval is not required additions, reasonable wear excepted, and in connection with an Alteration, default thereof Landlord may require effect said removals and repairs at Tenant's expense. In the event of making such alterations, improvements and additions as herein provided, Tenant further will indemnify and save harmless Landlord from all reasonable expense, liens, claims or damages or injuries to either persons or property arising out of, or resulting from the undertaking, making or removal of such Alterationsaid alterations, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any additions and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except Borrower may, without Lender’s consent, perform alterations to the Improvements and Equipment which (a) do not constitute a Material Alteration, (b) do not materially adversely affect Borrower’s financial condition or the value or Net Operating Income of the Property taken as provided a whole and (c) are in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations ordinary course of Borrower’s or Overstock’s business. Borrower shall not in excess of Seventy-Five Thousand Dollars ($75,000) in perform any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) Material Alteration without the Lender’s prior written consent of Landlordconsent, which consent shall not be unreasonably withheld or delayed; provided, however, that Lender may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining withhold consent to any Alterations approved alteration the cost of which is reasonably estimated to exceed $1,000,000 and which is likely to result in a decrease of Net Operating Income by Landlord. If Landlord, in approving any Alterations, specifies two and one-half percent (2.5%) or more for a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims period of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenantor longer. In connection with any Material Alteration: (i) at Lender’s written request election, if the aggregate cost for the Material Alteration is expected to exceed $500,000, (A) Lender shall have received and approved (which approval shall not be unreasonably withheld or delayed), any general contractor’s agreement, architect’s agreement and the plans and specifications for such work prepared by a determination licensed architect, in such instances where it is customary to have such plans and specifications prepared by Landlord a licensed architect (e.g., work of a structural nature) and (B) Lender shall have approved (which approval, including as to whether any reasonable list of proposed general contractors or architects submitted by Borrower, shall not be unreasonably withheld or delayed) the general contractor and architect retained for such Alteration shall be removed work; (ii) Lender has the right to retain a Construction Consultant to monitor the work in question, and upon the expiration or earlier termination completion of such Material Alteration Lender shall have received a report from Construction Consultant that all of the Term. Any work completed has been done substantially in compliance with the approved plans and all costs attributable specifications and applicable Legal Requirements; and (iii) Lender may, as a condition to or related giving its consent to the applicable building codes a Material Alteration, unless such Material Alteration is being performed by Overstock, require that Borrower deliver to Lender security for payment of the city cost of such Material Alteration in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard an amount equal to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms 115% of the Tenant work lettercost of the Material Alteration as estimated by Lender. Upon substantial completion of the Material Alteration, attached hereto as Exhibit Borrower shall provide evidence satisfactory to Lender that (A) the Material Alteration was constructed in accordance with applicable Legal Requirements and substantially in accordance with plans and specifications approved by Lender (which approval shall not be unreasonably withheld or delayed), (B) all contractors, subcontractors, materialmen and professionals who provided work, materials or services in connection with the Material Alteration have been paid in full and have delivered unconditional releases of liens and (C) all material Licenses necessary for the use, operation and not occupancy of the terms Material Alteration (other than those which depend on the performance of tenant improvement work) have been issued. Borrower shall reimburse Lender upon demand for all out-of-pocket costs and expenses (including the reasonable fees of Construction Consultant and any architect, engineer or other professional engaged by Lender) incurred by Lender in reviewing plans and specifications or in making any determinations necessary to implement the provisions of this Article 5Section 5.4.2.

Alterations. Except as provided Tenant shall in no event make or permit to be made any ----------- alteration, modification, substitution or other change of any nature to the immediately preceding subparagraphmechanical, electrical, plumbing, HVAC and except for non-structural and non-Building system alterations not in excess sprinkler systems within or serving the Premises. After completion of Seventy-Five Thousand Dollars ($75,000) in any Lease YearTenant's Improvements within the Premises, Tenant shall not make no alterations or additions permit any other improvements, alterations, fixed decorations, substitutions or modifications, structural or otherwise, to the Premises or the Building (“"Alterations”") without the prior written consent approval of Landlord. Landlord shall not unreasonably withhold or delay its consent to Alterations which do not affect the structural, mechanical, plumbing or electrical elements or systems of the Building and which consent may are not visible from outside the Premises, provided such work conforms, with the design criteria, standards and architectural guidelines for the Building. Landlord's 1. All Alterations shall be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned based on complete plans and specifications pertaining to the Alterations in question, to be prepared and submitted by TenantTenant to Landlord for approval, at its sole cost except in the instance of cosmetic changes, such as painting and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlordcarpeting, in approving any Alterations, specifies a reasonable commencement date therefor, which case Tenant shall not commence any work provide Landlord with respect to such samples showing colors, styles, etc. All Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made by Landlord at Tenant’s 's sole cost and expense and shall be and become the property of Landlordcost, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed payable by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alterationas Additional Rent, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request receipt of an invoice for a determination by Landlord as to whether such Alteration same from Landlord, which cost shall include Landlord's standard construction management fee. Tenant shall be removed upon responsible for the expiration cost of any additional improvements within the Premises or earlier termination the Common Area required by The Americans with Disabilities Act of 1990 as a result of Tenant's Alterations. If Tenant makes any Alterations without the Term. Any and all costs attributable prior consent of Landlord, then, in addition to or related to the applicable building codes of the city in which the Building is located (or any Landlord's other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5remedies, Landlord may correct or remove such Alterations and Tenant shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to pay the Premises shall be governed by the terms of the Tenant work lettercost thereof, attached hereto as Exhibit CAdditional Rent, and not the terms of this Article 5on demand.

Alterations. Except as provided in 7.01 The Lessee shall have the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess privilege of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations remodeling the buildings or additions making improvements to the Premises (“Alterations”) without real property covered by the prior written consent of LandlordProject from time to time, which consent may be withheld as in Landlord’s reasonable its discretion, it may determine to be desirable for its uses and then only by contractors or mechanics approved by Landlord in writing purposes, and upon the obtaining of the written approval of the Authority. The cost of such improvements and remodeling shall be paid for by Landlord in writing the Lessee and shall be the property of fully detailed and dimensioned plans and specifications pertaining the Authority, subject to the Alterations in questionterms of this Lease; provided, however, the Lessee shall have the right to be prepared and submitted by Tenant, remove from the leased premises at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims time before the expiration or termination of lienthe Lease, and all other liability, claims and demands arising out of any work done or material supplied while it is in good standing with reference to the Premises payments of rent and performance of other obligations hereunder, any machinery, fixtures, equipment, appliances or other personalty placed in or upon the leased premises by or the Lessee, which have been placed therein at the request sole expense of Tenant the Lessee using funds other than those furnished by Authority, whether attached to the realty or not, which can be removed without material damage to the existing buildings or structures, or in connection with any Alterations. If permitted Alterations are madethe event such removal causes damage to the existing building or structures, they restoration and repair of such damage shall be made at Tenant’s the sole cost expense of the Lessee. Approval by Authority to alterations by Lessee as provided for in this Article will not be unreasonably withheld, and expense and said approval shall be granted providing said alterations do not impair the operating unity or materially alter the character or diminish the value of the leased premises. Authority agrees to execute a landlord's waiver of lien or similar document as Lessee may reasonably request as to any machinery, removable fixtures, equipment, appliances or other removable personalty as Lessee may acquire, whether by purchase or lease, and become install on the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expenseleased premises, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination facilitate Lessee's financing of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration purchase or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5leasing thereof.

Alterations. Except as provided in 8.1 Tenant shall have the immediately preceding subparagraphright at any time and from time to time, at Tenant's sole cost and except for non-structural expense, to remodel, redecorate and non-Building system make such alterations not in excess of Seventy-Five Thousand Dollars or improvements ($75,000collectively, "Alterations") in any Lease Year, Tenant shall make no alterations or additions and to the Premises (“Alterations”) as may be necessary or proper to the continued use of the Premises by Tenant; provided, however, that Tenant shall not, without the prior written consent of Landlord, which consent may shall not be withheld unreasonably withheld, make any Alterations to the Premises which: (a) will materially affect the structure or structural components of the Building (including by way of illustration but not limitation, the construction of interior stairwells, skylights, dumbwaiters and additional floor supports), the heating, ventilating and air conditioning systems, or any other mechanical, electrical or plumbing systems of the Building, (b) will be visible from the exterior of the Building, (c) will be located outside or underneath the Building, or (d) will lessen the fair market value of the Building. Tenant shall be responsible for the cost of any additional alterations and improvements (including, without limitation, structural alterations and alterations which affect Building Systems) required by law to be made to or in Landlord’s reasonable discretion, and then only by contractors or mechanics approved the Building as a result of any Alterations. As determined by Landlord in writing and upon the approval its sole discretion, all Alterations shall be done by Landlord at Tenant's expense (including hard and soft costs), in writing of fully detailed and dimensioned accordance with plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord, and subject to all other conditions which Landlord may reasonably impose. If LandlordLandlord does any Alterations on behalf of Tenant, Landlord shall solicit bids from three (3) general contractors who are duly licensed in approving the State of California and shall thereafter hire the lowest responsible bidder. Tenant shall pay to Landlord upon demand an amount equal to ten percent (10%) of the total cost of such Alterations to reimburse Landlord for its administrative and managerial time and effort. Upon completion of any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect provide to such Alterations prior Landlord at Tenant's expense "as-built" plans and specifications. 8.2 Except as provided in Section 8.3, all appurtenances, fixtures, improvements, equipment, additions and other property attached to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to installed in the Premises by or at the request commencement of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and or during the Term shall be and become remain the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is shall not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed unless requested by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Landlord.

Alterations. Except as provided Tenant shall in no event make or permit to be made any alteration, modification, substitution or other change of any nature to the immediately preceding subparagraphmechanical, electrical, plumbing, HVAC , and except for non-structural and non-Building system alterations not in excess sprinkler systems within or serving the Premises. After completion of Seventy-Five Thousand Dollars ($75,000) in any Lease YearTenant's Improvements within the Premises, Tenant shall not make no alterations or additions permit any other improvements, alterations, fixed decorations, substitutions or modifications, structural or otherwise, to the Premises or the Building (“"Alterations”") without the prior written consent approval of Landlord, . Landlord's approval shall include the conditions under which consent acceptable Alterations may be withheld in Landlord’s reasonable discretionmade. Alterations shall include, but not be limited to, the installation or modification of carpeting, walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window and then only by contractors or mechanics approved by Landlord in writing and upon wall coverings; but shall not include the approval by Landlord in writing of fully detailed and dimensioned initial Tenant's Improvements placed within the Premises pursuant to Section 5. 1. All Alterations shall be based on complete plans and specifications pertaining to the Alterations in question, to be prepared and submitted by TenantTenant to Landlord for approval, at its sole cost except in the instance of cosmetic changes, such as painting and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlordcarpeting, in approving any Alterations, specifies a reasonable commencement date therefor, which case Tenant shall not commence any work provide Landlord with respect to such samples showing colors, styles, etc. All Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made by Landlord at Tenant’s 's sole cost and expense and shall be and become the property of Landlordcost, except that Landlord may, provided notice is given to payable by Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request receipt of an invoice for a determination by Landlord as to whether such Alteration same from Landlord, which cost shall include Landlord's standard construction management fee. Tenant shall be removed upon responsible for the expiration cost of any additional improvements within the Premises or earlier termination the Common Area required by The Americans with Disabilities Act of 1990 as a result of Tenant's Alterations. 15 If Tenant makes any Alterations without the Term. Any and all costs attributable prior consent of Landlord, then, in addition to or related to the applicable building codes of the city in which the Building is located (or any Landlord's other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5remedies, Landlord may correct or remove such Alterations and Tenant shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to pay the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5cost thereof on demand.

Alterations. Except Tenant shall have the right, at its expense, from time to time, to redecorate the Premises and to make such nonstructural alterations and changes in such parts thereof as provided it shall deem expedient or necessary for its business purposes in an amount not to exceed $500,000, without Landlord’s consent but subject to the immediately preceding subparagraphprior written notice to Landlord. Other than a previously approved mezzanine platform, approximately 50,000 square feet to be constructed by Tenant, and except for non-the New Construction, any nonstructural alteration the aggregate cost of which exceeds $500,000 and other structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, changes by Tenant shall make no alterations or additions to the Premises (“Alterations”) without require the prior written consent of Landlord, which such consent not to be unreasonably withheld, conditioned or delayed, and may be withheld in conditioned upon Landlord’s reasonable discretionapproval of the construction contractor, and then only the bonding of the work, or such other requirements as Landlord may impose. For structural changes commenced by contractors Tenant or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises contractor made by or at the request of Tenant after receipt of Landlord’s approval, Tenant shall become responsible for Landlord’s obligation under Article VI to the extent of any changes made by or at the request of Tenant. Any alterations or construction performed by Tenant shall be the obligation of and paid for by Tenant so that the Premises shall at all times be free of liens except as herein provided. Should any lien be filed as a result of alterations or construction performed by Tenant, Tenant agrees either to cause the same to be removed within sixty (60) days after the date of filing or to furnish Landlord with a surety bond securing Landlord against any payment which may thereafter be required to be paid in order to have such lien canceled or discharged of record. Any such bond shall be in the amount required to discharge such liens at law, but not less than the amount of the lien, plus a reasonable amount in excess thereof to cover the interest and other anticipated costs and expenses which may be incurred in connection with the cancellation and discharge of any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5lien.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall have the right, at its own cost and expense, to make no alterations or additions to the Premises alterations, installations and changes (hereinafter collectively called “Alterations”) in, on and to the Premises as it shall deem expedient or necessary for its business purposes without the Landlord’s prior written consent if such Alterations are not “Structural Alterations.” For purposes of this Lease, a Structural Alteration is an Alteration that affects the structural integrity of the Premises, pierces the roof membrane or floor slab, or affects the mechanical, electrical or plumbing systems of the building. Tenant may not make any Structural Alterations unless it has first obtained Landlord’s written consent thereto and to the name of the contractor undertaking such Structural Alterations, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors Landlord shall not unreasonably withhold or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlorddelay. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect Landlord fails to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done give or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time deny its consent within thirty (30) 20 days after Landlord’ s receipt of Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5therefor, Landlord shall be entitled deemed to receive an administrative fee of two percent (2%)have given its consent. The All Alterations shall be performed in a good and workmanlike manner and in accordance with all applicable laws. Tenant shall notify Landlord prior to beginning any construction of initial improvements to enable Landlord to post on or about the Premises shall be governed by the terms notices of non-responsibility. Landlord may condition its consent to any Alteration, which would interfere with future use of the Tenant work letter, attached hereto as Exhibit C, and Property if not removed at the terms termination of this Lease on Tenant’s agreement to remove such Alteration at that time pursuant to Article 517 hereof. Tenant shall otherwise have the option to remove any or all Alterations and signage during the Lease Term or upon termination of this Lease.

Alterations. Except as provided Tenant may make certain alterations to the New Premises (the "ALTERATIONS"). If Tenant shall make any Alterations, it shall do so in accordance with the immediately preceding subparagraphterms and provisions of the Lease, and except for non-structural and non-Building system alterations including, but not in excess limited to, Section 10 of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearthe Original Lease. If Tenant makes such Alterations, upon completion of the Alterations, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent furnish Landlord with full and final waivers of liens and contractors' affidavits and statements, in such form as may be required by Landlord, which consent may be withheld in Landlord’s reasonable discretion's title insurance company and Landlord's construction or permanent lender, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionif any, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done parties performing labor or material supplied to the Premises by supplying materials or at the request of Tenant services in connection with any Alterations. If permitted the Alterations are made, they shall be made at Tenant’s sole cost showing that all of said parties have been compensated in full and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove waiving all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required liens in connection with the Premises and Building. Tenant shall submit to Landlord a detailed breakdown of Tenant's total construction costs, together with such evidence of payment as is reasonably satisfactory to Landlord. So long as an Alteration, Landlord may require removal event of such Alterationdefault has not occurred under the Lease, as aforesaidamended hereby, at any time and Tenant has submitted to Landlord the detailed breakdown of Tenant's total construction costs, within thirty (30) days after of Tenant’s 's written request during the Term, Landlord shall make a dollar contribution in the amount of Four Hundred Twenty Three and NO/100 Dollars ($423.00) for a determination by Landlord as application to whether such Alteration shall be removed upon the expiration or earlier termination extent thereof to the cost of the TermAlterations ("LANDLORD'S CONTRIBUTION"). Any and all costs attributable to or related to If the applicable building codes cost of the city in which Alterations exceeds Landlord's Contribution, Tenant shall have sole responsibility for the Building payment of such excess cost. If the cost of the Alterations is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plansless than Landlord's Contribution, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms a credit against Rent from Landlord for such unused portion of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Landlord's Contribution.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system Tenant will not make any alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Leased Premises (“Alterations”) without the prior written consent approval of Landlord. All work to be performed in the Leased Premises shall be performed by competent contractors and subcontractors, approved by Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises be unreasonably withheld by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may in any event condition its approval of such contractors and subcontractors on the Tenant's furnishing separate performance and payment surety bonds covering any work to be performed by such contractors or subcontractors on the Leased Premises, and Landlord may, provided notice is given in any event, require that contractors and subcontractors normally employed by Landlord be engaged for any mechanical or electrical work and thus any alterations be done by contractors or subcontractors compatible with those workmen, contractors and subcontractors employed from time to time in the Building by Landlord. All alteration work performed by or for Tenant hereunder must be performed in such manner to avoid disruption of the Building operations or disturbance of other tenants in the Building. Unless Landlord requires the Tenant to restore the Leased Premises as set forth in this Lease, all alterations, additions or improvements which may be made by either of the parties hereto upon the Leased Premises, except office furnishings purchased by Tenant which may be removed without damage or destruction to the Leased Premises, shall be the property of Landlord and shall remain upon and be surrendered with the Leased Premises as a part thereof at the time Landlord approves such Alterationtermination of this Lease or any calculation thereof. Tenant will not permit any mechanics, require Tenant, at Tenant’s expense, laborers or materialmen's liens to stand against the Leased Premises and will immediately remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Termliens. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of remove such Alterationliens and Tenant shall immediately reimburse Landlord upon demand for all costs and expenses, as aforesaidincluding attorney's fees, at any time within thirty (30) days after Tenant’s written request for a determination incurred by Landlord as to whether in removing such Alteration shall be removed upon the expiration mechanic's or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5materialmen's lien.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall not make no alterations any alteration, addition or additions improvement to the Premises or any portion thereof (collectively “Alterations”) without in each instance, the prior written consent of Landlord, Landlord which consent may shall not be withheld in unreasonably withheld. Landlord acknowledges that Tenant has advised that it will need to make some Alterations regarding venting systems for their operations that will requite reasonable roof penetrations and Landlord’s reasonable discretionconsent to such Alterations shall not be unreasonably withheld. All Alterations shall become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the termination of this Lease, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing at Landlord’s option, any or all of fully detailed and dimensioned plans and specifications pertaining to the Alterations in questionmust be removed by Tenant and the Premises must be restored to its original condition. Landlord agrees that upon request from Tenant at the time Tenant seeks consent from Landlord of an Alteration, Landlord shall elect whether or not the Alterations must be removed by Tenant and the Premises restored to be prepared and submitted by Tenant, at its sole cost and expenseoriginal condition. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence do any act which shall in any way encumber the title of Landlord in and to the Premises and shall not permit the Premises to become subject to any mechanics’, laborers’ or materialmen’s lien on account of labor or material furnished to Tenant or claimed to have been furnished to Tenant in connection with work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done character performed or material supplied claimed to have been performed on the Premises by or at the request direction of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at sufferance of Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided No alterations, additions or improvements shall be made to the Building or any part thereof by or on behalf of Tenant without first submitting a detailed description thereof to Landlord and obtaining Landlord’s written approval which shall not be unreasonably withheld, conditioned or delayed provided, however, Landlord’s approval shall not be required in connection with alterations, additions or improvements each costing Fifty Thousand ($50,000.00) Dollars or less so long as: (1) Tenant has obtained all requisite governmental permits and approvals; and (ii) the immediately preceding subparagraphalterations, and except for additions or improvements are non-structural in nature and non-do not affect any of the Building’s mechanical or other systems; (iii) upon the completion of each alteration, addition or improvement Tenant provides Landlord notice thereof; and (iv) if the relocation of walls is involved in the alteration, addition or improvement, Tenant provides to Landlord CAD drawings of the work in question (collectively, “Permitted Alterations”). All alterations, additions or improvements made by Tenant and all fixtures attached to the Building system alterations not (other than trade fixtures such as moveable walls and cubicles) shall become the property of Landlord and remain at the Building or, at Landlord’s option, after written notice to Tenant, any or all of the foregoing which may be designated by Landlord at the time Landlord’s approval is requested or concerning a Permitted Alteration upon Tenant’s request in excess writing, shall be removed at the cost of Seventy-Five Thousand Dollars ($75,000) Tenant before the expiration or sooner termination of this Lease and in any Lease Yearsuch event Tenant shall repair all damage to the Building caused by the installation or removal. However, Landlord acknowledges that none of the Tenant Work need be removed by Tenant upon the expiration or sooner termination of this Lease. Notwithstanding anything in this Lease, unless otherwise requested by Landlord in writing, Tenant shall make no alterations or additions remove all Direct Tenant Work and shall repair all damage to the Premises (“Alterations”) Building caused by the installation or removal of such Direct Tenant Work. Except as set forth in this Lease, Tenant shall not erect or place, or cause or allow to be erected or placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Building which is visible from the exterior of the Building, without the prior written consent of Landlord, Landlord which consent may shall not be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseunreasonably withheld. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to place weights anywhere beyond the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination safe carrying capacity of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5structure.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations alterations, changes or additions in or to the Premises (“Alterations”) without the Landlord’s prior written consent of Landlord, consent,which consent may shall not be unreasonably withheld in Landlord’s (except that it shall be deemed reasonable discretionfor Landlord to withhold consent to non-standard office alterations or alterations that are structural or affect the Building Systems or exterior, or are visible from the exterior of the Premises), and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations work in question, to be prepared and submitted by Tenant, Tenant at its sole cost and expense. Tenant shall, shall at its sole cost and expense, expense obtain all necessary approvals and permits pertaining to any Alterations work approved by Landlord. If Landlord, in approving any Alterationswork, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends indemnifies and agrees to defend and hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any AlterationsTenant. If permitted Alterations alterations, changes, or additions are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided by written notice is given to Tenant given at the time Landlord approves consents to such Alterationalteration, addition or improvement, require Tenant, at Tenant’s expense, to promptly both remove all partitionsany such alteration, change or addition and repair counters, railings and other Alterations the like installed by Tenant, and to repair any damages damage to the Premises caused by such removal upon and restore the expiration or earlier termination Premises to the condition that existed prior to such alteration in accordance with all applicable laws, statutes, building codes and regulations in effect as of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal date of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expenserestoration. With regard to repairs, Alterations alterations or any other work arising from or related to this Article 59, Landlord shall be entitled to receive an administrative administrative/supervision fee of two fifteen percent (215%). The construction of initial improvements to the Premises shall be governed by the terms ) of the Tenant total cost of all (i) work letterperformed; (ii) materials, attached hereto as Exhibit Cplans and drawings furnished; and (iii) all other costs and expenses related to such repairs, and not the terms of this Article 5alterations or other work.

Alterations. Except as provided Sublessee may make alterations (not exceeding $250,000.00 in any case) to the interior of the Leased Premises which Sublessee may deem desirable or necessary in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess conduct of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, Tenant shall make no alterations or additions to the Premises (“Alterations”) its business without the prior written consent of LandlordSublessor. Sublessee shall not make any improvements, which consent may be withheld alterations, or additions in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations Leased Premises without Sublessor's prior written consent which might reasonably be expected to: (i) impair the structural strength of the Building; (ii) penetrate the roof membrane; or (iii) which shall cost in questionexcess of $250,000.00. Notwithstanding the foregoing, to be prepared and submitted by Tenant, Sublessee shall have the right at its sole cost and expense. Tenant shall, at its sole cost and expense, subject to the consent of Sublessor (which shall not be unreasonably withheld), to cause to be constructed an additional building on the Property, which may be connected to the Building but which shall be a separate structural unit and shall not be dependent upon the Building's structure or systems and which shall not affect the structural integrity of the Building. Sublessor and Sublessee shall cooperate in all reasonable ways (but without any additional cost or expense to Sublessor) to obtain all necessary approvals and permits pertaining to any Alterations approved by Landlordrequired consent for the construction of such additional building from any mortgagee or other lender of Sublessor. If LandlordSublessor's consent is required hereunder for any alterations, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work and also with respect to the construction of an additional building on the Property pursuant to the preceding paragraph, before commencement of the work or delivery of any materials to the Leased Premises, Sublessee shall furnish Sublessor with plans and specifications, names and addresses of contractors, copies of contracts, necessary permits and licenses, and an indemnification in such Alterations prior form and amount as may be reasonably satisfactory to such dateSublessor. Tenant hereby indemnifies, defends and Sublessee agrees to hold Landlord free and Sublessor forever harmless from all liens and claims of lien, any and all other liability, claims and demands arising liabilities of any kind and description which may arise out of or be connected in any work done or material supplied to the Premises by or at the request of Tenant in connection way with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, said improvements, alterations alterations, additions or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5installations.

Alterations. Except as provided in the immediately preceding subparagraph, for cosmetic and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars (costing lees than $75,000) 25,000.00 in any Lease Yearconsecutive twelve (12) month period, Tenant shall make no alterations or additions to the Premises (“Alterations”) without the prior written consent of Landlordsuch as recarpeting, which consent may be withheld in Landlord’s reasonable discretionrepainting, and then only by contractors or mechanics approved by Landlord the installation of built-in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to fixtures which do not involve any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date thereforBuilding systems, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done permit alterations in or material supplied to the Leased Premises by or at unless and until Landlord has approved the request plans therefor in writing. As a condition of such approval and provided so stated therein, Landlord may require Tenant in connection with any Alterations. If permitted Alterations are madeto remove the alterations and restore the Leased Premises upon termination of this Lease; otherwise, they all such alterations shall be made at Tenant’s sole cost become a part of the realty and expense and shall be and become the property of Landlord, except and shall not be removed by Tenant. Tenant shall ensure that Landlord mayall alterations shall be made in accordance with all applicable laws, provided notice regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Building. No person shall be entitled to any lien derived through or under Tenant for any labor or material furnished to the Leased Premises, and nothing in this Lease shall be construed to constitute Landlord’s consent to the creation of any lien. If any lien is given filed against the Leased Premises for work claimed to Tenant at the time Landlord approves such Alteration, require have been done for or material claimed to have been furnished to Tenant, at Tenant’s expense, Tenant shall cause such lien to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination be discharged of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time record within thirty (30) days after Tenantfiling. Tenant shall indemnify Landlord from all costs, losses, expenses and attorneys’ fees in connection with any construction or alteration- and any related lien. Tenant agrees that at Landlord’s written request for option, Landlord or a determination by Landlord subsidiary or affiliate of Landlord, who shall receive a fee as Landlord’s construction manager or general contractor, shall perform or cause to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and performed all costs attributable to or related work on any alterations to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Leased Premises.

Alterations. Except as provided in During the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease YearTerm, Tenant shall make no alterations or additions may, from time to the Premises (“Alterations”) without the prior written consent of Landlordtime, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense expense, make alterations, replacements, changes, additions and improvements in and to the Premises (the “Alterations”); provided that Tenant first obtains the written consent of Landlord (which consent may be withheld for any reason or for no reason) and any Mortgagee to the extent required under the Mortgage Documents. If Landlord shall fail to respond in writing to Tenant with respect to such request within ten (10) business days after Landlord receipt thereof, Tenant may, but shall not be obligated to, deliver to Landlord a second such written request, within twenty (20) business days after the first request, marked “SECOND TENANT REQUEST FOR LANDLORD APPROVAL” at the top of the first page of such request and in the subject line of any cover letter from Tenant accompanying such request. Landlord’s failure to respond in writing to Tenant with respect to any such second request within five (5) business days following Landlord’s receipt such second notice shall be a deemed approval of such proposed Alteration; however, Tenant shall still be required to receive any Mortgagee’s written consent to the extent required under any Mortgage Documents. Such Alterations shall comply with all applicable Laws and become must be performed in accordance with the property terms and conditions of any Mortgage Documents. Notwithstanding anything to the contrary contained in this Lease, Tenant shall not be required to obtain Landlord’s prior approval (but shall be required to receive any Mortgagee’s approval to the extent provided under any Mortgage Documents) with respect to Alterations (A) that will not (i) affect (except to a diminimus extent) the structural integrity or structural components of the Building or (ii) adversely affect (except to a diminimus extent) the mechanical, electrical, sprinkler, heating, ventilating, air-conditioning (“HVAC”), sanitary and other service systems of the Premises; (B) except as otherwise provided in clause (A), that Landlord mayare to the interior of the Building; and (C) shall conform with all other requirements of this Lease. Additionally, provided notice is given to before proceeding with any Alterations, Tenant at the time Landlord approves such Alteration, require Tenant, shall (X) at Tenant’s expense, obtain all necessary governmental permits and certificates for the commencement and prosecution of Alterations; (Y) submit to remove Landlord working drawings, plans and specifications and all partitionspermits for the proposed Alterations; and (Z) cause those contractors engaged to perform the Alterations to deliver to Landlord certificates of insurance (in a form reasonably acceptable to Landlord) evidencing policies of commercial general liability insurance and workers’ compensation insurance. After obtaining Landlord’s and any Mortgagee’s approval to the Alterations (to the extent required), counters, railings and other Tenant shall give Landlord at least five (5) business days’ prior written notice of the commencement of any Alterations installed by Tenantat the Premises, and Landlord may elect to repair record and post notices of non-responsibility at the Premises. Together with its request for approval, or notification to Landlord, of any damages proposed Alterations, Tenant may request that Landlord irrevocably specify whether Landlord shall require such proposed Alteration to be removed prior to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord shall fail to respond in writing to Tenant with respect to such request within ten (10) business days after Landlord’s approval is receipt thereof, Tenant may, but shall not required be obligated to, deliver to Landlord a second such written request, within twenty (20) business days after giving the first request, marked “SECOND TENANT REQUEST FOR LANDLORD APPROVAL” at the top of the first page of such request and in connection with an Alterationthe subject line of any cover letter from Tenant accompanying such request. If landlord fails to respond in writing to Tenant within five (5) business days of Tenant’s second request therefor, Landlord may shall be deemed to have agreed that Landlord shall not require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as proposed Alteration prior to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Term hereof.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000a) in any Lease Year, Tenant shall not make no alterations any alterations, additions or additions modifications to the Premises (“Alterations”) without the prior written consent of Landlord, Landlord (which consent shall not be unreasonably withheld), except for installation of unattached, movable trade fixtures in the Facility which may be withheld in Landlord’s reasonable discretioninstalled without drilling, cutting or otherwise defacing any part of the Premises. All alterations, additions and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied modifications made to the Premises by or at Tenant other than unattached, movable trade fixtures shall remain upon the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be Premises and become the property of LandlordLandlord upon the expiration or termination of this Lease, except that unless Landlord mayrequests their removal, provided notice is given to Tenant at the time Landlord approves such Alteration, require in which event Tenant, at Tenant’s 's expense, shall remove the same and restore the Premises to remove all partitions, counters, railings and other Alterations installed by Tenant, and their original condition as of the Commencement Date. If Tenant fails to repair any damages damage to the Premises caused by any removal of any alterations, additions or modifications to the Premises, then Landlord shall have the right, but not the obligation, to repair any such removal upon damage to the expiration Premises and thereafter Tenant will be obligated to reimburse Landlord for the reasonable costs of repairing such damage. All plumbing or earlier termination electrical wiring connections exposed as a result of the Term. If removal of any alterations, additions or modifications shall be capped by Tenant in a safe and workmanlike manner. (b) Notwithstanding anything contained in paragraph (a) above to the contrary, before approving any alterations, additions or modifications for which Landlord’s approval 's consent is not required in connection with an Alterationrequired, Landlord may require removal Tenant to furnish it with (i) plans and specifications detailing the work to be completed, (ii) the names and addresses of the contractors to complete such work and copies of the contracts entered into with such contractors, (iii) all permits necessary for the construction of such Alterationalterations, as aforesaidadditions or modifications, at and (iv) evidence of any time within thirty (30) days after Tenant’s written request for a determination insurance reasonably requested by Landlord in connection with such alterations, additions and modifications, which insurance shall name Landlord and any Fee Mortgagee as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located additional insured. (or any other authority having jurisdiction over the Buildingc) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid All construction work done by Tenant at its sole cost and expense. With regard to repairs, Alterations within or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to upon the Premises shall be governed by performed in a good and workmanlike manner, in compliance with all governmental requirements, and the terms requirements of any contract, mortgage, or deed of trust to which Landlord may be a party. (d) Tenant agrees that all improvements, alterations, repairs or other work performed upon the Premises under any provision of this Lease including, without limitation, any venting, opening, sealing, water proofing or any altering of the roof of the Facility shall be performed under the direction of a general contractor approved by Landlord in advance and that when completed Tenant shall furnish to Landlord a certificate from such contractor stating that all such alterations approved by Landlord have been completed in accordance with plans and specifications previously approved by Landlord. Without limiting the foregoing, the plans and drawings for installation or revision of mechanical, electrical or plumbing systems shall be designed by an engineer approved by Landlord in advance, such design work letterto be done at Tenant's expense. Tenant shall defend (with counsel reasonably acceptable to Landlord), attached hereto as Exhibit Cindemnify and hold Landlord and any Fee Mortgagee harmless from and against all claims, liens, costs, damages and not expenses that may arise out of or in connection with any changes, additions, alterations or modifications made to the terms of this Article 5Premises by Tenant.

Alterations. Except as provided in the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Year, 8.01 Tenant shall make no alterations decoration, alteration, addition or additions to improvement in the Premises (herein referred to as “Alterations”) ), without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics and in such manner and time, and with such materials, as reasonably approved by Landlord. Subject to Section 8.03 below, all alterations, additions or improvements to the Premises, including air-conditioning equipment and duct work, except movable office furniture and trade equipment installed at the expense of Tenant, shall, unless Landlord elects otherwise in writing writing, become the property of Landlord, and upon shall be surrendered with the Premises, at the expiration or sooner termination of the term of this Lease. Any such Specialty Alterations (as defined below) which Landlord shall designate shall be removed by Tenant (as detailed below) and any damage repaired (subject to normal wear and tear), at Tenant’s expense, prior to the expiration of this Lease. 8.02 Anything hereinabove to the contrary notwithstanding, Landlord will not unreasonably withhold, condition or delay approval by of written requests of Tenant to make non­structural interior Alterations in the Premises, provided that such Alterations do not affect utility services or plumbing and electrical lines or other systems of the Building and do not affect and are not visible from any portion of the Building outside of the Premises. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to Alterations which (i) do not require a building permit, (ii) are limited to work within the Premises, (iii) do not require a change in the Certificate of Occupancy for the Building, (iv) are non-structural and do not affect any Building utility or mechanical system and (v) are reasonably estimated to cost less than One Hundred Thousand Dollars ($100,000) per Alteration. All Alterations shall be performed in accordance with the following conditions: (i) Prior to the commencement of any Alterations, Tenant shall first submit to Landlord in writing of fully for its approval detailed and dimensioned coordinated plans and specifications pertaining specifications, including layout, architectural, mechanical, electrical, plumbing and structural drawings for each proposed Alteration. Landlord may engage the services of an outside consultant (each, an “Outside Consultant”) to review Tenant’s Plans (as the same may be revised), it being agreed that Tenant will pay all reasonable, out-of-pocket costs and expenses (“Outside Consultants Fees”) associated with the retention of such Outside Consultant. (ii) All Alterations in and to the Alterations Premises shall be performed in questiona good and workmanlike manner and in accordance with the Building’s rules and regulations governing Tenant Alterations. Prior to the commencement of any such Alterations, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining exhibit to Landlord any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant governmental permit required in connection with any such Alterations. If permitted . (iii) All Alterations are made, they shall be made done in compliance with all other applicable provisions of this Lease and with all applicable laws, ordinances, directions, rules and regulations of governmental authorities having jurisdiction, including, without limitation, the Americans with Disabilities Act of 1990 and New York City Local Law No. 57/87 and similar present or future laws, and regulations issued pursuant thereto, and also New York City Local Law No. 76 and similar present or future laws, and regulations issued pursuant thereto, on abatement, storage, transportation and disposal of asbestos and other hazardous materials, which work, if required, shall be effected at Tenant’s sole cost and expense expense, by contractors and consultants approved by Landlord and in strict compliance with the aforesaid rules and regulations and with Landlord’s rules and regulations thereon. (iv) All work shall be performed with union labor having the proper jurisdictional qualifications. Tenant may employ architects, contractors, subcontractors and become engineering firms of Tenant’s choice to design and construct Alterations, subject to Landlord’s reasonable approval, such approval not to be unreasonably withheld, conditioned or delayed, subject to the property other provisions of this Article 8; provided, that (i) all work to the Building’s life safety systems (including tie ins to such systems) shall be performed by Landlord, except ’s designated contractor provided that Landlord may, provided notice is given the rates charged by such contractor to Tenant at are commercially reasonable, (ii) Tenant shall utilize and/or consult with Landlord’s designated expeditor provided that the time Landlord approves rates charged by such Alteration, require Tenant, at Tenant’s expense, expeditor to remove all partitions, counters, railings and other Alterations installed by TenantTenant are commercially reasonable, and (iii) Tenant shall utilize and/or consult with Landlord’s consulting engineer for coordination of plan review provided that the rates charged by such expeditor to repair Tenant are commercially reasonable. (v) Tenant shall keep the Building and the Premises free and clear of all liens for any damages work or material claimed to have been furnished to Tenant or to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required (other than liens incurred in connection with an AlterationLandlord’s Work, which shall be Landlord’s responsibility to remove). (vi) Prior to the commencement of any work by or for Tenant, Tenant shall furnish to Landlord certificates evidencing the existence of the following insurance (which certificates may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after be satisfied by insurance maintained by Tenant’s general contractor): (a) Workmen’s compensation insurance covering all persons employed for such work and with respect to whom death or bodily injury claims could be asserted against Landlord, Tenant or the Premises. (b) Broad form general liability insurance written request on an occurrence basis naming Tenant as an insured and naming Landlord and its designees having an interest in the Building as additional insureds, with limits of not less than $3,000,000 combined single limit for a determination personal injury in any one occurrence, and with limits of not less than $500,000 for property damage (the foregoing limits may be revised from time to time by Landlord to such higher limits as Landlord from time to whether such Alteration shall be removed upon the expiration or earlier termination time reasonably requires, provided same are generally required by landlords of the TermComparable Buildings). Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense, shall cause (or shall cause its general contractor) all such insurance to be maintained at all time when the work to be performed for or by Tenant is in progress. With regard All such insurance shall be obtained from a company authorized or otherwise approved to repairsdo business in New York and shall provide that it cannot be canceled without thirty (30) days prior written notice to Landlord. All polices, or certificates therefor, issued by the insurer and bearing notations evidencing the payment of premiums, shall be delivered to Landlord. Blanket coverage shall be acceptable, provided that coverage meeting the requirements of this paragraph is assigned to Tenant’s location at the Premises. (vii) In granting its consent to any Alterations costing in excess of $500,000.00 (as reasonably estimated by Landlord), Landlord may impose such conditions as to guarantee completion (including, without limitation, requiring Tenant to post additional security or a bond to insure the completion of such Alterations, payment, restoration or otherwise), as Landlord may reasonably require; provided, however, this clause (vii) shall not be deemed applicable to the Named Tenant (or a Related Entity of the Named Tenant). (viii) All work to be performed by Tenant shall be done in a manner which will not unreasonably interfere with or disturb other tenants and occupants of the Building. (ix) The review and/or approval by Landlord, its agents, consultants and/or contractors, of any Alteration or of plans and specifications therefor and the coordination of such Alteration work with the Building, as described in part above, are solely for the benefit of Landlord, and neither Landlord nor any of its agents, consultants or contractors shall have any duty toward Tenant; nor shall Landlord or any of its agents, consultants and/or contractors be deemed to have made any representation or warranty to Tenant, or have any liability, with respect to the safety, adequacy, correctness, efficiency or compliance with laws of any plans and specifications, Alterations or any other work arising matter relating thereto. (x) Promptly following the substantial completion of any Alterations, Tenant shall submit to Landlord: (a) one (1) sepia and one (1) copy on floppy disk (using a current version of Autocad or such other similar software as is then commonly in use) of final, “as-built” plans for the Premises showing all such Alterations (if such “as-built” plans are customarily prepared by other tenants located in Comparable Buildings in connection with the type of Alteration being performed by Tenant) and (b) lien waivers and releases from or related all contractors, subcontractors, vendors and materialmen; architects’ and Tenant’s general contractor’s (and if Tenant does not have one, a certification from an officer of Tenant) certification of completion, and all governmental approvals and confirmations of completion for such Alterations, if required by applicable laws. 8.03 Notwithstanding anything contained in this Lease to the contrary, Tenant shall not be obligated to remove any Alterations except for Specialty Alterations. For purposes of this Article 58, “Specialty Alterations” shall mean Alterations which are non-standard office Alterations, including, but not limited to, all voice and data wiring (but only to the extent same are required to be removed by applicable laws), raised computer room floors, vaults, generator, structurally reinforced filing systems, internal staircases, pneumatic tubes, vertical and horizontal transportation systems, any Alterations which penetrate or expand an existing penetration of any floor slab (excluding customary and reasonable small penetrations for the installation of cabling and wiring and for the nailing of metal studs to said floor slab), any other Alterations which affect the structural elements of the Building (which for purposes of this Lease shall mean the exterior walls and roof of the Building, foundations, footings, load bearing columns, ceiling and floor slabs, windows and window frames of the Building); it being understood and agreed that no work shown on Exhibit D-1 and Exhibit D-2 annexed hereto and installed as part of Landlord’s Work (excluding Change Orders) shall be deemed to be a Specialty Alteration. Tenant shall, at Tenant’s cost and expense, remove any Specialty Alteration designated by Landlord (as detailed below), repair any damage to the Premises or the Building due to such removal, cap all electrical, plumbing and waste disposal lines in accordance with sound construction practice and restore the Premises to the condition existing prior to the making of such Specialty Alteration, subject to ordinary wear and tear and excepting casualty. All such work shall be performed in accordance with plans and specifications first approved by Landlord (which approval shall be granted or withheld in accordance with Sections 8.01 and 8.02 above) and all applicable terms, covenants, and conditions of this Lease. If Landlord’s insurance premiums increase as a result of any Specialty Alterations, Tenant shall pay each such increase each year as Additional Rent upon receipt of a bxxx therefor from Landlord. Landlord shall advise Tenant in writing together with Landlord’s final approval of the plans and specifications in question whether or not Tenant shall be required to remove any portion of such Specialty Alteration upon the expiration or sooner termination of this Lease (a “Specialty Alteration Notice”), provided that Tenant, as part of its request for such consent, notifies Landlord in writing that Landlord is required to make such election and/or designation as part of its consent; it being understood and agreed that Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements nullify any Specialty Alteration Notice previously given by Landlord with respect to any Specialty Alteration at any time during the Premises shall be governed by the terms of the Term hereof and thus not require Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5to remove such Specialty Alteration that was previously designated in said Specialty Alteration Notice.

Alterations. Except as provided in the immediately preceding subparagraphLessee shall not make any alterations, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) in any Lease Yearadditions, Tenant shall make no alterations or additions improvements to the Premises (“Alterations”) without the prior written consent of Landlord, Lessor (which consent may be withheld in LandlordLessor’s reasonable sole discretion), and then only by contractors except for the installation of unattached, movable trade fixtures which may be installed without drilling, cutting, or mechanics approved by Landlord in writing and upon otherwise defacing the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to Premises. Notwithstanding the Alterations in questionforegoing, Lessee may allow a Sublessee, without Lessor’s consent, to be prepared and submitted by Tenant, at its sole cost and expense. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied make nonstructural alterations to the Premises by or at that cost no more than fifty thousand dollars ($50,000) and that are not visible outside the Premises. In each instance where Lessor’s approval is required hereunder, Lessee shall reimburse Lessor for all reasonable out of pocket costs and expenses incurred in such review regardless of whether the request of Tenant in connection with is approved but only to the extent such reimbursement is received from any AlterationsSubtenants. If permitted Alterations are madeAll alterations, they shall additions, improvements, and fixtures (other than unattached, movable trade fixtures) which may be made at Tenant’s sole cost or installed by either party upon the Premises shall remain upon and expense and shall be surrendered with the Premises and become the property of LandlordLessor upon the termination of this Lease, except that Landlord mayunless Lessor requests their removal, provided notice is given in which event Lessee shall remove the same and restore the Premises to Tenant their original condition at the time Landlord approves such Alteration, require Tenant, at TenantLessee’s expense. Any linoleum, to remove all partitionscarpeting, counters, railings and or other Alterations installed by Tenant, and to repair any damages floor covering which may be cemented or otherwise affixed to the Premises caused by such removal upon the expiration or earlier termination floor of the Term. If Landlord’s approval Premises is not required in connection with an Alteration, Landlord may require removal hereby deemed a permanent fixture and shall become the property of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as Lessor without credit or compensation to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Lessee.

Alterations. Except as provided No alterations, additions or improvements shall be made to the Building or any part thereof by or on behalf of Tenant without first submitting a detailed description thereof to Landlord and obtaining Landlord’s written approval which shall not be unreasonably withheld, conditioned or delayed provided, however, Landlord’s approval shall not be required in connection with alterations, additions or improvements each costing Fifty Thousand ($50,000.00) Dollars or less so long as: (i) Tenant has obtained all requisite governmental permits and approvals; and (ii) the immediately preceding subparagraphalterations, and except for additions or improvements are non-structural in nature and non-do not affect any of the Building’s mechanical or other systems; (iii) upon the completion of each alteration, addition or improvement Tenant provides Landlord notice thereof; and (iv) if the relocation of walls is involved in the alteration, addition or improvement, Tenant provides to Landlord CAD drawings of the work in question (collectively, “Permitted Alterations”). All alterations, additions or improvements made by Tenant and all fixtures attached to the Building system alterations not (other than trade fixtures such as moveable walls and cubicles) shall become the property of Landlord and remain at the Building or, at Landlord’s option, after written notice to Tenant, any or all of the foregoing which may be designated by Landlord at the time Landlord’s approval is requested or concerning a Permitted Alteration upon Tenant’s request in excess writing, shall be removed at the cost of Seventy-Five Thousand Dollars ($75,000) Tenant before the expiration or sooner termination of this Lease and in any Lease Yearsuch event Tenant shall repair all damage to the Building caused by the installation or removal. However, Landlord acknowledges that none of the Tenant Work need be removed by Tenant upon the expiration or sooner termination of this Lease. Notwithstanding anything in this Lease, unless otherwise requested by Landlord in writing, Tenant shall make no alterations or additions remove all Direct Tenant Work and shall repair all damage to the Premises (“Alterations”) Building caused by the installation or removal of such Direct Tenant Work. Except as set forth in this Lease, Tenant shall not erect or place, or cause or allow to be erected or placed, any sign, advertising matter, lettering, stand, booth, showcase or other article or matter in or upon the Building which is visible from the exterior of the Building, without the prior written consent of Landlord, Landlord which consent may shall not be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseunreasonably withheld. Tenant shall, at its sole cost and expense, obtain all necessary approvals and permits pertaining to any Alterations approved by Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to place weights anywhere beyond the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination safe carrying capacity of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5structure.

Alterations. Except as provided 9.1 Tenant shall not make any alterations, additions or improvements in or to the immediately preceding subparagraph, and except for non-structural and non-Building system alterations not in excess of Seventy-Five Thousand Dollars ($75,000) Premises or engage in any Lease Yearconstruction, Tenant shall make no alterations demolition, reconstruction, renovation or additions to other work (whether major or minor) of any kind in, at or serving the Premises (“Alterations”), without obtaining Landlord’s prior written consent, except Tenant may make non-structural Alterations to the interior of the Premises (excluding the roof) without such consent but upon at least ten (10) days’ prior notice to Landlord, provided that the cost thereof does not exceed One Hundred Twenty Thousand Dollars ($120,000.00) per occurrence or an aggregate amount of Three Hundred Thousand Dollars ($300,000.00) annually. Notwithstanding the foregoing, Tenant will not do anything that could have a material adverse effect on the Building or life safety systems, without obtaining Landlord’s prior written consent. Any such improvements, excepting movable furniture, trade fixtures and equipment, shall become part of the realty and belong to Landlord. All alterations and improvements shall be properly permitted and installed at Tenant’s sole cost, by a licensed contractor, in a good and workmanlike manner, and in conformity with all Applicable Laws. Any alterations that Tenant shall desire to make and which require the consent of Landlord, which consent may Landlord shall be withheld presented to Landlord in Landlord’s reasonable discretionwritten form with detailed plans. Tenant shall: (i) acquire all applicable governmental permits; (ii) furnish Landlord with copies of both the permits and the plans and specifications at least thirty (30) days before the commencement of the work, and then only by contractors or mechanics approved by (iii) comply with all conditions of said permits in a prompt and expeditious manner. Any alterations shall be performed in a workmanlike manner with good and sufficient materials. Upon completion of any Alterations, Tenant shall promptly upon completion furnish Landlord in writing with a reproducible copy of as-built drawings and upon specifications for any Alterations. 9.2 At least twenty (20) days prior to commencing any work relating to any Alterations requiring the approval by of Landlord that have been so approved, Tenant shall notify Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant, at its sole cost and expenseexpected date of commencement. Tenant shallshall pay, at its sole cost and expensewhen due, obtain all necessary approvals and permits pertaining claims for labor or materials furnished to any Alterations approved by Landlordor for Tenant for use in improving the Premises. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence permit any work with respect mechanics’ or materialmen’s liens to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands be levied against the Premises arising out of any work done performed, materials furnished, or material supplied obligations to have been performed on the Premises by or at the request of Tenant. Tenant shall indemnify, save, defend (at Landlord’s option and with counsel reasonably acceptable to Landlord) and hold Landlord Indemnitees from and against any and all Claims of any kind or nature that arise before, during or after the Term on account of claims of lien of laborers or materialmen or others for work performed or materials or supplies furnished for Tenant or its contractors, agents or employees. If Tenant fails to discharge or undertake to defend against such liability, upon receipt of written notice from Landlord of such failure, Tenant shall have fifteen (15) days (the “Defense Cure Period”) to cure such failure by prosecuting such a defense. If Tenant fails to do so within the Defense Cure Period, then Landlord may settle the same and Tenant’s liability to Landlord shall be conclusively established by such settlement provided that such settlement is entered into on commercially reasonable terms and conditions, the amount of such liability to include both the settlement consideration and the costs and expenses (including attorneys’ fees) incurred by Landlord in connection effecting such settlement. In the event any contractor, agent or employee notifies Tenant of its intent to file a mechanics’ or materialmen’s lien against the Premises, Tenant shall immediately notify Landlord of such intention to file a lien or a lawsuit with respect to such lien. 9.3 Tenant shall repair any damage to the Premises caused by Tenant’s removal of any property from the Premises. During any such restoration period, Tenant shall pay Rent to Landlord as provided herein as if such space were otherwise occupied by Tenant. The provisions of this Section shall survive the expiration or earlier termination of this Lease. 9.4 The Premises plus any Alterations. If permitted Alterations are made, they Tenant Improvements, attached equipment, decorations, fixtures and trade fixtures; movable casework and related appliances; and other additions and improvements attached to or built into the Premises made by either of the parties (including all floor and wall coverings; paneling; sinks and related plumbing fixtures; attached benches; production equipment; walk-in refrigerators; ductwork; conduits; electrical panels and circuits; attached machinery and equipment; and built-in furniture and cabinets, in each case, together with all additions and accessories thereto), shall be made (unless, prior to such construction or installation, Landlord elects otherwise in writing) at Tenant’s sole cost and expense and shall be and become all times remain the property of Landlord, except that shall remain in the Premises and shall (unless, prior to construction or installation thereof, Landlord mayelects otherwise in writing) be surrendered to Landlord upon the expiration or earlier termination of this Lease. For the avoidance of doubt, provided notice is given the items listed on Exhibit B attached hereto (which Exhibit B may be updated by Tenant from and after the Commencement Date, subject to Tenant at the time Landlord approves such Alteration, require Tenant, at Landlord’s written consent) constitute Tenant’s expense, to remove all partitions, counters, railings property and other Alterations installed shall be removed by Tenant, and to repair any damages to the Premises caused by such removal Tenant upon the expiration or earlier termination of the Lease. 9.5 If Tenant shall fail to remove any of its property from the Premises prior to the expiration of the Term. If , then Landlord may, at its option, remove the same in any manner that Landlord shall choose and store such effects without liability to Tenant for loss thereof or damage thereto, and Tenant shall pay Landlord, upon demand, any costs and expenses incurred due to such removal and storage or Landlord may, at its sole option and without notice to Tenant, sell such property or any portion thereof at private sale and without legal process for such price as Landlord may obtain and apply the proceeds of such sale against any (a) amounts due by Tenant to Landlord under this Lease and (b) any expenses incident to the removal, storage and sale of such personal property. 9.6 Tenant shall pay to Landlord an amount equal to one and one-half percent (1.5%) of the cost to Tenant of all Alterations to cover Landlord’s approval is overhead and expenses for plan review, engineering review, coordination, scheduling and supervision thereof, except that Tenant shall not be required to pay the above amount for any non-structural Alterations to the extent they are within the limits set forth in Section 9.1 above and do not require Landlord’s prior consent. For purposes of payment of such sum, Tenant shall submit to Landlord copies of all bills, invoices and statements covering the costs of such charges, accompanied by payment to Landlord of the fee set forth in this Section. In addition, Tenant shall reimburse Landlord for all third-party costs actually incurred by Landlord in connection with an Alterationany Alterations, Landlord may including any non-structural Alterations that do not require removal of such Alteration, as aforesaid, at any time within thirty (30) days after TenantLandlord’s written request for a determination by Landlord as to whether such Alteration prior consent. 9.7 Tenant shall be removed upon the expiration or earlier termination of the Term. Any require its contractors and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other subcontractors performing work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to on the Premises shall be governed by the terms of the Tenant work letter, attached hereto to name Landlord and its affiliates and any lender as Exhibit C, and not the terms of this Article 5additional insureds on their respective insurance policies.

Alterations. Except as provided 17.1 Tenant shall make no alterations, additions or improvements (hereinafter in this section, “improvements”) in or to the immediately preceding subparagraphPremises, and except for other than interior non-structural and non-Building system alterations not in excess of Seventy-Five alterations, additions or improvements costing less than Fifty Thousand Dollars ($75,00050,000) in (“Permitted Alterations”), without notice to Landlord. For any Lease Yearalteration not a Permitted Alteration, Tenant shall make no alterations or additions deliver notice to the Premises (“Alterations”) without the prior written consent of Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned with plans and specifications pertaining and working drawings for the improvements. 17.2 The improvements shall be constructed only by licensed contractors. Any such contractor must have in force a general liability insurance policy of not less than $3,000,000, property damage insurance, and other insurance or at such higher limits as Landlord may reasonably require, which policy of insurance shall name Landlord, Landlord’s property manager and lender, as an additional insured. Except for the negligence or willful misconduct of Landlord’s Agents (as hereinafter defined), each contractor, and Tenant with respect to any activity of each contractor, shall indemnify defend and hold Landlord and Landlord’s Agents harmless from and against any and all claims, demands, liabilities, damages, actions, losses, costs and expenses (including, but not limited to, reasonable attorneys’ fees), to the Alterations extent arising out of or in questionconnection with the presence on the Premises of, and the actions or failures to be prepared and submitted by Tenantact of, at its sole cost and expensesuch contractors or subcontractors. Tenant shallshall provide Landlord with the name of all contractors prior to the commencement of construction. Tenant shall maintain, and shall provide copies to Landlord of, all plans, specifications, drawings (including, particularly, “as-builts”) of any and all improvements, alterations, additions, renovations, repairs, installations of fixtures or other equipment and the like for which as-built drawings are typically provided. Landlord shall be permitted to observe any and all such work by Tenant on the Premises so long as Landlord does not interfere with or hinder any of Tenant’s use or occupancy of the Premises, or the work of construction. 17.3 Tenant agrees that any work by Tenant shall be accomplished in such a manner as to permit any fire sprinkler system and fire water supply lines to remain fully operable at its sole cost all times except when minimally necessary for building reconfiguration work. 17.4 Tenant covenants and expenseagrees that all work done by Tenant shall be performed and completed in substantial compliance with the plans and specifications and in compliance with all laws, obtain rules, orders, ordinances, directions, regulations, permits, approvals, and requirements of all necessary approvals governmental agencies, offices, departments, bureaus and permits pertaining to boards having jurisdiction, and in substantial compliance with the rules, orders, directions, regulations, and requirements of any Alterations approved by Landlord. If Landlord, in approving applicable fire rating bureau. 17.5 Before commencing any work (other than Permitted Alterations, specifies a reasonable commencement date therefor), Tenant shall not commence any work with respect to give Landlord at least five (5) days’ prior written notice of the proposed commencement of such Alterations prior to such date. Tenant hereby indemnifieswork. 17.6 All alterations, defends additions and agrees to hold Landlord free and harmless from all liens and claims of lienimprovements installed in, and all other liabilityon or about the Premises, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense part of the Building and shall be and become the property of Landlord. 17.7 Tenant may install, except that Landlord maymaintain, replace, remove or use any communications or computer wires and cables (collectively, the “Lines”) in or serving the Premises, provided notice is given to that (i) Tenant at the time Landlord approves such Alterationshall obtain Landlord’s prior written consent (which shall not be unreasonably withheld), require Tenant, at Tenant’s expense, to remove all partitions, counters, railings use an experienced and other Alterations installed qualified contractor approved in writing by TenantLandlord, and comply with all of the other provisions of this Article 17, (ii) an acceptable number of spare Lines and space for additional Lines shall be maintained for existing and future occupants of the Building, as determined in Landlord’s commercially reasonable opinion, (iii) the Lines therefor (including riser cables) shall be appropriately insulated to repair prevent excessive electromagnetic fields or radiation, and shall be surrounded by a protective conduit reasonably acceptable to Landlord, (iv) any damages to new or existing Lines servicing the Premises caused by such removal upon shall comply with all applicable governmental laws and regulations, (v) as a condition to permitting the expiration or earlier termination installation of the Term. If Landlord’s approval is not required in connection with an Alterationnew Lines, Landlord may require removal of that Tenant remove existing Lines located in or serving the Premises and repair any damage in connection with such Alterationremoval, as aforesaid, at any time within thirty and (30vi) days after Tenant’s written request for a determination by Landlord as to whether such Alteration Tenant shall be removed upon pay all costs in connection therewith. Upon the expiration or earlier termination of the Term. Any and , Tenant shall leave all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Lines installed by Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.

Alterations. Except as provided in (a) After initially opening the immediately preceding subparagraphPremises for business, and except for non-structural and non-Building system alterations Tenant shall not make or cause to be made to the Premises or the Tenant Utility Facilities any addition, renovation, alteration, reconstruction or change (collectively, "Alterations") (i) costing in excess of SeventyTwenty-Five Thousand Dollars ($75,00025,000.00), (ii) involving structural changes or additions, (iii) affecting the exterior storefront, fire sprinkler systems, exterior walls, floor slab, or structural ceiling of the Premises, (iv) affecting any systems serving other premises, or (v) requiring or resulting in any Lease Yearpenetration of the structural ceiling of the Premises, Tenant shall make no alterations demising walls or additions to floor slab of the Premises (“Alterations”) Premises, without first obtaining the prior written consent of Landlord, which consent may shall not be withheld unreasonably withheld. Alterations not following under the foregoing parameters are "Cosmetic Alterations" and shall not require the consent of Landlord. (b) All non-Cosmetic Alterations shall be made under the supervision of a competent licensed architect or competent licensed structural engineer satisfactory to Landlord and shall be made in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned accordance with plans and specifications pertaining to with respect thereto, approved in writing by Landlord before the commencement of work which approval shall not be unreasonably withheld, delayed or conditioned. (c) Tenant shall provide Landlord with not less than ten (10) days prior written notice of the commencement of any Alterations in question, the Premises and Landlord shall have the right to be prepared and submitted by enter upon the Premises to post customary notices of non-responsibility with respect thereto. Tenant, at its sole cost and expense. Tenant shallcost, at its sole cost and expense, shall obtain all necessary required governmental permits and approvals for all Alterations and permits pertaining all such Alterations shall be performed strictly in accordance with all applicable laws, ordinances, rules or regulations of any public authority, in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. If any Alterations made by or on behalf of Tenant require Landlord to make any alterations or improvements to any Alterations approved by Landlord. If Landlordpart of the Project in order to comply with any applicable laws, in approving ordinances or rules or regulations of any Alterations, specifies a reasonable commencement date thereforpublic authority, Tenant shall pay all reasonable costs and expenses incurred by Landlord in connection with such alterations or improvements. Construction work in connection with any Alterations shall be performed in such manner as not commence to obstruct the access to the Premises or otherwise unreasonably interfere with any work with respect to such Alterations prior to such dateother occupant's use of the Project. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied All improvements to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are madeincluding, they but not limited to, light fixtures, floor coverings and partitions and other items comprising Tenant's Work pursuant to Exhibit C, but excluding trade fixtures, equipment, signs, and other personal property, shall be made at Tenant’s sole cost and expense and shall deemed to be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Terminstallation thereof. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within Within thirty (30) days after Tenant’s written request for the completion of any non-Cosmetic Alterations, Tenant shall deliver to Landlord a determination set of "as built" plans depicting the Alterations as actually constructed or installed. If Tenant shall make any permitted Alterations, Tenant (and its contractors and subcontractors) shall carry "Builder's All Risk" insurance in an amount reasonably determined by Landlord covering the construction of such Alterations and such other insurance as to whether such Alteration shall be removed upon the expiration or earlier termination of the TermLandlord may reasonably require. Any and all costs attributable to or related Alterations to the applicable building codes Premises or the Tenant Utility Facilities which are required by reason of the city in which the Building is located (any present or future law, ordinance, rule, regulation or order of any other governmental authority having jurisdiction over the BuildingPremises or the Project or of any insurance company insuring the Premises, and regardless of whether or not such Alteration pertains to the nature, construction or structure of the Premises or to the use made thereof by Tenant, shall be at the sole cost of Tenant regardless of whether the work is performed by Landlord or Tenant. (d) arising from In no event shall Landlord's interest in the Premises or the Project be subject to any lien filed by any contractor or other lien claimant relating to improvements or alterations made by Tenant’s plans, specifications, . Tenant shall post customary signs of non-responsibility in the Premises stating the Landlord's interest in the Premises and the Project is not subject to having a lien placed against it in connection with any such alterations or improvements, and if Tenant fails to do so Landlord shall have the right to enter upon the Premises to post customary notices of non-responsibility with respect thereto. Tenant will indemnify and save harmless Landlord from and against all mechanics' liens or claims by reason of such alterations or otherwise shall additions which may be paid made by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to on the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5Premises.

Alterations. Except as provided Notwithstanding anything to the contrary contained in the immediately preceding subparagraphMaster Lease, and except for non-structural and non-Building system alterations Subtenant shall not in excess of Seventy-Five Thousand Dollars make any alterations, improvements or installations ($75,000) in any Lease Yearcollectively, Tenant shall make no alterations or additions to the Premises (“Subtenant Alterations”) in or to the Sublease Premises without the prior written consent of Sublandlord and Master Landlord, which consent may be withheld in Landlord’s reasonable discretion, and then only by contractors or mechanics approved by Landlord in writing and upon the approval by Landlord in writing of fully detailed and dimensioned plans and specifications pertaining to the Alterations in question, to be prepared and submitted by Tenant. Sublandlord, at its sole cost and expense. Tenant shalloption, may, however, require as a condition to the granting of any such consent, that Subtenant provide to Sublandlord, at its Subtenant’s sole cost and expense, obtain a lien and completion bond in an amount equal to one and one-half (1½) times any and all necessary approvals estimated costs of any Subtenant Alterations, to insure Sublandlord against any liability for mechanics’ and permits pertaining materialmen’s liens and to insure completion of the work; provided, however, that if Subtenant is required and provides such bond under Article 7 of the Mater Lease, then no bond shall be required under this Paragraph 14. Subtenant shall give Sublandlord written notice of Subtenant’s intention to perform any work on the Sublease Premises at least twenty (20) days prior to the commencement of such work to enable Sublandlord to post and record an appropriate Notice of Nonresponsibility or other notice deemed proper before the commencement of any such work. All Subtenant Alterations shall be subject to the terms and conditions of the Master Lease, including without limitation, the obligation to remove such Subtenant Alterations at the end of the Sublease Term and restore the Sublease Premises to its original condition if so required by Sublandlord or Master Landlord. All Subtenant Alterations shall be performed by a contractor approved by Sublandlord and Master Landlord. If Landlord, in approving any Alterations, specifies a reasonable commencement date therefor, Tenant shall not commence any work with respect to such Alterations prior to such date. Tenant hereby indemnifies, defends and agrees to hold Landlord free and harmless from all liens and claims of lien, and all other liability, claims and demands arising out of any work done or material supplied to the Premises by or at the request of Tenant in connection with any Alterations. If permitted Alterations are made, they shall be made at Tenant’s sole cost and expense and shall be and become the property of Landlord, except that Landlord may, provided notice is given to Tenant at the time Landlord approves such Alteration, require Tenant, at Tenant’s expense, to remove all partitions, counters, railings and other Alterations installed by Tenant, and to repair any damages to the Premises caused by such removal upon the expiration or earlier termination of the Term. If Landlord’s approval is not required in connection with an Alteration, Landlord may require removal of such Alteration, as aforesaid, at any time within thirty (30) days after Tenant’s written request for a determination by Landlord as to whether such Alteration shall be removed upon the expiration or earlier termination of the Term. Any and all costs attributable to or related to the applicable building codes of the city in which the Building is located (or any other authority having jurisdiction over the Building) arising from Tenant’s plans, specifications, improvements, alterations or otherwise shall be paid by Tenant at its sole cost and expense. With regard to repairs, Alterations or any other work arising from or related to this Article 5, Landlord shall be entitled to receive an administrative fee of two percent (2%). The construction of initial improvements to the Premises shall be governed by the terms of the Tenant work letter, attached hereto as Exhibit C, and not the terms of this Article 5.