Common use of Alterations Clause in Contracts

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. 8.1 Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverageexcept for the installation of unattached, and insurance coverage movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Building. All alterations, additions, improvements or fixtures (whether temporary or permanent in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person character) made in or property, on or off upon the Premises, arising out either by Landlord or Tenant, shall be Landlord’s property on termination of this Lease and during shall remain a part of the making of such AlterationsPremises without compensation to Tenant, or at Landlord’s election, shall be removed by Tenant. Any Alteration If Tenant is not then in default, all furniture, unattached, movable trade fixtures and equipment installed in the Premises by Tenant hereunder may be removed by Tenant at the termination of this Lease if Tenant so elects, and shall be so removed if required by Landlord, or if not so removed shall, at the option of Landlord, become the property of Landlord. In the event Landlord requires the removal of any alterations, additions, improvements or fixtures, Tenant shall, at its expense, repair and restore any portion of the Premises which is damaged by such removal. All such installations, removals and restorations shall be accomplished in good, workmanlike manner so as not to damage the Premises or the primary structure or structural qualities of the Building or the plumbing, electrical lines or other utilities. 8.2 Any construction work done by Tenant upon the Premises shall be performed in a good and workmanlike manner manner, in compliance with any applicable all governmental lawrequirements, statute, ordinance or regulation. Upon completion and the requirements of any Alteration contract or deed of trust to which Landlord may be a party. Tenant agrees to indemnify Landlord and hold Landlord harmless against any loss, liability or damage resulting from such work. Tenant shall, upon Landlord’s request, furnish bonds or other security satisfactory to Landlord against any such loss, liability or damage. 8.3 Tenant will not permit any mechanic’s lien or liens to be placed upon the Premises, or any portion thereof, caused by Tenant hereunderor resulting from any work performed, materials furnished or obligation incurred by or at the request of Tenant, and in the case of the filing of any such lien, Tenant shall furnish Landlord with a copy of will immediately pay and discharge the “as built” plans covering such constructionsame. Tenant, at its sole cost and expense, will make all Alterations on If any lien remains against the Premises which may be necessary by for fifteen (15) days, Landlord shall have the act right and privilege at Landlord’s option of paying the same or neglect of any other person or corporation (public or private)portion thereof without inquiry as to the validity thereof, except for Landlordand any amounts so paid, its agents, employees or contractors. Before commencing any Alterations (a) plans including expenses and specifications therefor, prepared by a licensed architectinterest, shall be submitted so much additional rent hereunder due from Tenant to Landlord and approved shall be repaid to Landlord (together with interest at the Past Due Rate from the date paid by Landlord, which approval shall not be unreasonably withheld or delayed; ) within ten (b10) Tenant shall furnish to days after Tenant’s receipt of a statement from Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisestherefor.

Alterations. Both the Landlord and the Tenant shall will take into consideration any impact on the Environmental Performance of the Premises and the Building from any proposed works to or at the Premises[ or the Building]. The Tenant agrees to allow the Landlord (if the Landlord so wishes and upon reasonable prior notice) to install, at the Landlord’s own cost, separate metering of utilities used in the Common Parts and the Premises[ and the Landlord agrees to allow the Tenant to install separate [sub-]metering of the utilities used in the Premises132]. This Schedule 8 uses the following definitions: “Approved Underlease” an underlease approved by the Landlord and, subject to any variations agreed by the Landlord in its absolute discretion: granted without any premium being received by the Tenant; reserving a market rent, taking into account the terms of the underletting; [for a term of not less than [NUMBER] years calculated from the date on which the underlease is completed;] lawfully excluded from the security of tenure provisions of the 1954 Act [if it creates an underletting of a Permitted Part]; containing provisions: requiring the Undertenant to pay as additional rent the whole or, in the case of an Underlease of a Permitted Part, a due proportion, of the Insurance Rent, Service Charge and other sums, excluding the Main Rent, payable by the Tenant under this Lease; for rent review at any time during [five yearly] intervals and otherwise on the Term same terms as in Schedule 2; and133 for change of use and alterations corresponding to those in this Lease; containing a covenant by the Undertenant not to assign the whole of the Underlet Premises without the prior written consent134 of the Landlord and the Tenant on terms corresponding to those in this Lease make any openings in the roof or exterior walls and a covenant not to assign part only of the Building or make Underlet Premises; [containing a covenant by the Undertenant not to create any alteration, addition or improvement to Sub-Underlease of the Premises (collectively, “Alterations”) whole or any portion thereof without, in each instance, part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole of the Underlet Premises without the prior written consent of the Landlord which consent, as and the Tenant and a covenant by the Undertenant not to noncreate any Sub-structural Underlease of any part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole or non-systems repairs, shall not be unreasonably withheld. Notwithstanding any part of the preceding sentence, Tenant may make non-structural Alterations Underlet Premises without obtaining Landlord’s the prior written consentconsent of the Landlord and the Tenant];135 [containing provisions requiring any Sub-Underlease to contain: a valid agreement to exclude the security of tenure provisions of the 1954 Act; obligations by the Sub-Undertenant not to assign the whole of the Sub-Underlet Premises without the prior written consent of the Landlord, provided the total cost Tenant and the Undertenant and not to assign part of such nonthe Sub-structural Alteration Underlet Premises; an absolute prohibition on the creation of further underleases of whole or part [except where the Sub-Underlease is less than Twenty Thousand Dollars ($20,000.00) per occurrence of the whole of the Premises when the Sub-Underlease may contain provisions permitting the creation of one further underlease of whole with the prior consent of the Landlord, the Tenant and less than Fifty Thousand Dollars ($50,000.00) the Undertenant but with the additional provision that no underleases of whole or part will be created out of that further underlease];] if the Underlease is excluded from the security of tenure provisions of the 1954 Act, containing any other provisions that are reasonable in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy context of the “as built” plans covering such construction. Tenant, at its sole cost terms of this Lease and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost nature of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedUnderlease; and (d) Tenant shall either furnish to Landlord a bond if the Underlease is not excluded from the security of tenure provisions of the 1954 Act, containing other provisions corresponding with those in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.this Lease;

Alterations. Except for non-structural 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 or the structural strength of the Building, (iv) do not require penetrations into the floor, ceiling or walls, and (v) do not require work within the walls, below the floor or above the ceiling, Tenant shall not at make or permit any time during the Term of this Lease make any openings Alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which without first obtaining Landlord’s consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld. Notwithstanding With respect to any Alterations made by or on behalf of Tenant (whether or not the preceding sentence, Tenant may make non-structural Alterations without obtaining Alteration requires Landlord’s prior written consent, provided the total cost of such non-structural Alteration is ): (i) not less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration 10 days prior to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and any other associated or affiliated entity as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written approval of any contractor or subcontractor, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all Laws and the plans and specifications delivered to, and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable costs and 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 with a written certification reasonable security against liens arising out of such construction. Any Alteration by Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the Premises to the condition existing prior to Tenant’s Alteration. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the expiration or termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Premises, provided that the Alteration does installation and removal of them will not have affect any adverse environmental impact on structural portion of the premisesProperty, any Building System or any other equipment or facilities serving the Building or any occupant.

Alterations. Both the Landlord and the Tenant shall will take into consideration any impact on the Environmental Performance of the Premises and the Estate from any proposed works to or at the Premises[ or the Estate]. The Tenant agrees to allow the Landlord (if the Landlord so wishes and upon reasonable prior notice) to install, at the Landlord’s own cost, separate metering of utilities used in the Common Parts and the Premises[ and the Landlord agrees to allow the Tenant to install separate [sub-]metering of the utilities used in the Premises126]. This Schedule 8 uses the following definitions: “Approved Underlease” an underlease approved by the Landlord and, subject to any variations agreed by the Landlord in its absolute discretion: granted without any premium being received by the Tenant; reserving a market rent, taking into account the terms of the underletting; [for a term of not less than [NUMBER] years calculated from the date on which the underlease is completed;] lawfully excluded from the security of tenure provisions of the 1954 Act [if it creates an underletting of a Permitted Part]; containing provisions: requiring the Undertenant to pay as additional rent the whole or, in the case of an Underlease of a Permitted Part, a due proportion, of the Insurance Rent, Service Charge and other sums, excluding the Main Rent, payable by the Tenant under this Lease; for rent review at any time during [five yearly] intervals and otherwise on the Term same terms as in Schedule 2; and127 for change of use and alterations corresponding to those in this Lease; containing a covenant by the Undertenant not to assign the whole of the Underlet Premises without the prior written consent128 of the Landlord and the Tenant on terms corresponding to those in this Lease make any openings in the roof or exterior walls and a covenant not to assign part only of the Building or make Underlet Premises; [containing a covenant by the Undertenant not to create any alteration, addition or improvement to Sub-Underlease of the Premises (collectively, “Alterations”) whole or any portion thereof without, in each instance, part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole of the Underlet Premises without the prior written consent of the Landlord which consent, as and the Tenant and a covenant by the Undertenant not to noncreate any Sub-structural Underlease of any part of the Underlet Premises] OR [containing a covenant by the Undertenant not to create any Sub-Underlease of the whole or non-systems repairs, shall not be unreasonably withheld. Notwithstanding any part of the preceding sentence, Tenant may make non-structural Alterations Underlet Premises without obtaining Landlord’s the prior written consentconsent of the Landlord and the Tenant];129 [containing provisions requiring any Sub-Underlease to contain: a valid agreement to exclude the security of tenure provisions of the 1954 Act; obligations by the Sub-Undertenant not to assign the whole of the Sub-Underlet Premises without the prior written consent of the Landlord, provided the total cost Tenant and the Undertenant and not to assign part of such nonthe Sub-structural Alteration Underlet Premises; an absolute prohibition on the creation of further underleases of whole or part [except where the Sub-Underlease is less than Twenty Thousand Dollars ($20,000.00) per occurrence of the whole of the Premises when the Sub-Underlease may contain provisions permitting the creation of one further underlease of whole with the prior consent of the Landlord, the Tenant and less than Fifty Thousand Dollars ($50,000.00) the Undertenant but with the additional provision that no underleases of whole or part will be created out of that further underlease];] if the Underlease is excluded from the security of tenure provisions of the 1954 Act, containing any other provisions that are reasonable in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy context of the “as built” plans covering such construction. Tenant, at its sole cost terms of this Lease and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost nature of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedUnderlease; and (d) Tenant shall either furnish to Landlord a bond if the Underlease is not excluded from the security of tenure provisions of the 1954 Act, containing other provisions corresponding with those in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.this Lease;

Alterations. Tenant shall will not at any time during the Term of this Lease make any openings alterations, repairs, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyfor purposes of this Article 12, any of the foregoing being referred to as the “AlterationsWork”) or add, disturb or in any portion thereof withoutway change any plumbing, in each instancewiring, life/safety or mechanical systems, locks, or structural portions of the Building without the prior written consent of the Landlord which consent, as to non-structural or non-systems repairsthe character of the Work, the manner of doing the Work, and the contractor(s) doing the Work. Such consent shall not be unreasonably withheldwithheld or delayed. Notwithstanding As a condition to Landlord’s consent to Work proposed by Tenant, Landlord may impose such conditions with respect thereto as Landlord deems appropriate, including, without limitation, requiring Tenant to furnish surety performance and/or payment bonds or other security for the preceding sentencepayment of all costs incurred in connection with such Work, insurance against liabilities that may arise out of such Work, plans and specifications approved by Landlord and permits necessary for such Work. If such Work is performed by contractor(s) not retained by Landlord, Tenant may make non-structural Alterations without obtaining Landlordshall upon completion of such Work, (i) deliver to Landlord evidence that payment for all such Work has been made by Tenant, contractors’ affidavits and full and final mechanic’s prior written consent, provided lien waivers; and (ii) pay to Landlord a construction supervision fee of five percent (5%) of the total cost of such non-structural Alteration is Work, but in no event less than Twenty Thousand Dollars ($20,000.00) per occurrence 500.00 to reimburse Landlord for the costs incurred by its construction manager in inspecting and supervising such Work; provided, however, that Tenant shall have no obligation to pay Landlord any construction supervision fee for changes costing $5,000.00 or less than Fifty Thousand Dollars ($50,000.00) in that do not affect any plumbing, wiring, life/safety or mechanical systems or the aggregate per calendar yearBuilding structure. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of All such Alterations. Any Alteration by Tenant hereunder Work shall be done in a good and workmanlike manner in compliance using quality materials and shall comply with any all applicable governmental lawlaws, statuteordinances, ordinance rules and regulations. Tenant agrees to indemnify and hold Landlord free and harmless from any liability, loss, cost, damage or regulation. Upon completion expense (including attorney’s fees) by reason of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages Work. The provisions of Article 27 of this Lease Agreement shall be provided apply to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesall Work performed under this Article 12.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls The following is hereby added to Section 11(b) of the Building Original Lease: “Landlord shall have the right of written consent, not to be unreasonably withheld, conditioned or make any alterationdelayed, addition for all plans and specifications for the proposed alterations or improvement to improvements (the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out construction means and methods, all appropriate permits and licenses, any contractor or subcontractor to be employed on the work of Alterations, and during the making time for performance of such work, and may impose rules and regulations for contractors and subcontractors performing such work. Tenant shall also supply to Landlord any documents and information reasonably requested by Landlord in connection with Landlord’s consideration of a request for approval hereunder. Tenant shall cause all Alterations to be accomplished in a first-class, good and workmanlike manner, and to comply with all applicable laws. No review or consent by Landlord of or to any proposed Alteration or additional work shall constitute a waiver of Tenant’s obligations under this Section, nor constitute any warranty or representation that the same complies with all applicable laws, for which Tenant shall at all times be solely responsible. Tenant shall pay Landlord a construction supervision fee of five percent (5%) of the cost of the Alterations as Additional Rent hereunder. All such Alterations shall remain the property of Tenant until the expiration or earlier termination of this Lease, at which time they shall be and become the property of Landlord; provided, however, that, subject to the terms below, Landlord may, at Landlord’s option, require that Tenant, at Tenant’s expense, remove any or all Alterations made by Tenant and restore the Premises by the expiration or earlier termination of this Lease, to their condition existing prior to the construction of any such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with In any applicable governmental lawevent, statuteTenant, ordinance or regulation. Upon completion of any Alteration by Tenant hereundernot Landlord, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make remove all cabling and wiring installed by or on behalf of Tenant at or servicing the Premises. All such removals and restoration shall be accomplished in a first-class and good and workmanlike manner so as not to cause any damage to the Premises or Project whatsoever. If Tenant fails to remove such Alterations or Tenant’s trade fixtures or furniture or other personal property, Landlord may keep and use them or remove any of them and cause them to be stored or sold in accordance with applicable law, at Tenant’s sole expense. In addition to and wholly apart from Tenant’s obligation to pay Tenant’s Pro Rata Share of Operating Expenses, Tenant shall be responsible for and shall pay prior to delinquency any taxes or governmental service fees, possessory interest taxes, fees or charges in lieu of any such taxes, capital levies, or other charges imposed upon, levied with respect to or assessed against its fixtures or personal property, on the Premises which may be necessary by value of Alterations within the act Premises, and on Tenant’s interest pursuant to this Lease, or neglect any increase in any of the foregoing based on such Alterations. To the extent that any other person such taxes are not separately assessed or corporation (public or private)billed to Tenant, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, Tenant shall be submitted pay the amount thereof as invoiced to and approved Tenant by Landlord. Notwithstanding anything to the contrary contained herein, which approval shall not be unreasonably withheld or delayed; so long as Tenant’s written request for consent for a proposed Alteration (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior , the initial Tenant Alterations made to the commencement of Expansion Space) contains the following statement in large, bold and capped font “PURSUANT TO SECTION 11 OF THE LEASE, IF LANDLORD CONSENTS TO THE SUBJECT ALTERATION, LANDLORD SHALL NOTIFY TENANT IN WRITING WHETHER OR NOT LANDLORD WILL REQUIRE SUCH ALTERATION TO BE REMOVED AT THE EXPIRATION OR EARLIER TERMINATION OF THE LEASE.”, at the time Landlord gives its consent for any construction activityAlterations, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationif it so does, Tenant shall provide also be notified whether or not Landlord will require that such Alterations be removed upon the expiration or earlier termination of this Lease. If Tenant’s written notice strictly complies with a written certification the foregoing and if Landlord fails to notify Tenant within twenty (20) days whether Tenant shall be required to remove the subject Alterations at the expiration or earlier termination of this Lease, it shall be assumed that with respect to Tenant’s obligation to remove the Alteration does subject Alterations, Landlord shall not have any adverse environmental impact on require the premisesremoval of the subject Alterations.”

Alterations. Without first obtaining the written consent of Landlord, Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement cause to be made to the Premises any addition, renovation, alteration, reconstruction or change (collectively, “Alterations”) (a) involving structural changes or additions, (b) affecting the exteriors of any portion thereof withoutbuilding, in each instanceor (c) cost more than $40,000 individually or, the when added to all prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding Alterations for the preceding sentence12 months, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less more than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year100,000. No Alteration to the Premises for which If Landlord’s consent is required required, then Tenant shall submit to Landlord detailed plans and specifications for all proposed Alterations when requesting Landlord’s consent of such proposed Alterations. Tenant shall comply with all conditions which may be commenced reasonably imposed by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable Landlord, including but not limited to Landlord’s reasonable approval of all contractors or construction techniques (but Landlord may not unreasonably impose such restrictions) and, evidencing workmen’s compensation coverageif the estimated cost of the design and construction of the alterations exceeds $500,000, the establishment of security for payment of such amounts, and insurance coverage Tenant shall reimburse Landlord for architectural, engineering, or other consulting costs which reasonably may be incurred by Landlord in amounts satisfactory determining whether to Landlord and protecting Landlord against public liability and property damage to approve any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall, before commencing any Alterations, at Tenant’s sole cost, (i) acquire (and deliver to Landlord a copy of) a permit from appropriate governmental agencies to make such Alterations (any conditions of which permit Tenant shall be done comply with, at Tenant’s sole cost, in a good prompt and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or privateexpeditious manner), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (aii) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of if the cost of the Alteration exceeds $500,000, obtain and deliver to Landlord (unless this condition is waived in writing by Landlord) a lien and completion bond in an amount equal to 125% of the estimated cost of the proposed Alterations, to insure Landlord against any liability for mechanics’ liens and to ensure completion of the work, certified (iii) obtain (and deliver to Landlord proof of) reasonably adequate insurance, including workers compensation insurance, with respect to the individuals and entities installing or involved with such Alterations (which insurance Tenant shall maintain in force until completion of the Alterations). All Alterations shall upon installation become the property of Landlord and shall remain on and be surrendered with the Premises on termination of this Lease, except that Landlord may, at its election, require Tenant to remove any or all of the Alterations, by so notifying Tenant; but Tenant shall only be obligated to remove or restore Alterations made to the architect who prepared Premises by Tenant if either Landlord did not receive a request from Tenant for consent to the Alterations (and notifies Tenant prior to the expiration of this Lease that such plans and specifications; (cremoval will be required if Landlord was aware of the Alteration before such expiration date) all contracts for any proposed work shall be submitted to and approved by or Landlord, which approval shall not at the time Landlord grants its consent therefor, states in writing that they must be unreasonably withheld removed or delayed; and (d) restored upon expiration or earlier termination of this Lease. Tenant may, at its option, remove or restore any Alterations that Tenant is required or permitted to remove or restore at any time on or before the expiration or earlier termination of this Lease. Tenant shall either furnish to notify Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of date for all construction at least five (5) days prior to constructing any construction activity, certificates of such insurance coverages shall be provided Alterations in order to Landlord. Before commencing any Alteration, Tenant shall provide allow Landlord with an opportunity to post a written certification that the Alteration does not have any adverse environmental impact notice on the premisesnon-responsibility.

Alterations. Tenant No Alterations, as defined below, shall not at any time during the Term of this Lease make any openings be made in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Demised Premises (collectively, “Alterations”) or any portion thereof without, in each instance, by Tenant without the prior written consent of Landlord, which may be withheld at ▇▇▇▇▇▇▇▇’s sole discretion. Tenant shall have the right to install all furniture, furnishings and equipment necessary or desirable for the conduct of ▇▇▇▇▇▇’s operations, all at no cost to Landlord. Any leasehold improvements, furnishings and equipment installed on the Demised Premises shall be maintained by Tenant, at Tenant’s expense, in good condition and repair. All remodeling, additions, alterations, changes, partitions, and installations of leasehold improvements (the “Alterations”) shall be performed by a contractor duly licensed by the state or local authority responsible for licensing building contractors and approved by Landlord. No installation of, repair to, or other activity concerning equipment within or other Alterations made to the Demised Premises shall: (i) adversely affect the structural integrity of the Building; (ii) impair or affect the roof or decrease the roof’s useful life; (iii) overload electrical circuits or equipment; (iv) overload or unreasonably burden plumbing, water or sanitary sewage disposal facilities; (v) overload or unreasonably burden heating, air conditioning and other mechanical facilities or equipment; or (vi) otherwise affect the Building or Demised Premises in any materially adverse way. Any personal property and unattached equipment installed by Tenant may be removed at the termination of this Lease, provided that Tenant shall repair any damage caused to the Demised Premises by such removal. Any personal property and unattached equipment remaining in the Building or on the Demised Premises upon termination of this Lease shall, if not removed within ten (10) days after written demand from Landlord which consentto Tenant to remove the same, at ▇▇▇▇▇▇▇▇’s option in its sole discretion, become the property of Landlord, and Landlord may retain or dispose of such personal property and unattached equipment in its sole discretion and without liability to account to Tenant. Upon request by Landlord, Tenant shall submit to Landlord detailed plans and specifications in connection with any Alterations and evidence that said plans and specifications comply with all federal, state and local statutes, regulations, ordinances or laws. Landlord reserves the right, along with any architects or other consultants retained by Landlord to inspect any completed Alterations, and, if Alterations are not in compliance with any laws and regulations, Tenant shall, at Tenant’s cost, make such modification or alteration to the completed Alterations as shall be required to non-structural bring the same in compliance. ▇▇▇▇▇▇▇▇’s consent to the plans and specifications, or non-systems repairsany work proposed or completed by ▇▇▇▇▇▇, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with deemed a satisfactory certificate representation or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in affirmation regarding compliance with any applicable governmental law, statute, ordinance such laws or regulationregarding the suitability of such Alterations for Tenant’s intended purposes. Upon completion of In any Alteration by Tenant hereunderevent, Tenant shall furnish Landlord with a copy not remove any leasehold improvements and shall surrender the Demised Premises at the end of the “as built” plans covering such construction. TenantDemised Term in good condition and repair, at its sole cost ordinary wear and expense, will make all Alterations on the Premises which may be necessary tear and damage by the act casualty or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisescondemnation excepted.

Alterations. Tenant shall not at any time during (a) Subject to the Term rights of this Lease Comenity to make any openings in alterations pursuant to the roof or exterior walls terms of the Building or make any alterationComenity Lease without the prior consent of Borrower, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the Borrower shall obtain Lender’s prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with alterations to any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordImprovements, which approval consent shall not be unreasonably withheld or delayed; delayed except with respect to alterations that may have a material adverse effect on Borrower’s financial condition, the value of the Property or the Property’s Net Operating Income. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations to be undertaken by Borrower that will not have a material adverse effect on Borrower’s financial condition, the value of the Property or the Property’s Net Operating Income, provided that such alterations are made in connection with (a) tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof, or any Lease executed after the date hereof for which Lender’s approval was given, (b) Tenant shall furnish tenant improvement work performed pursuant to Landlord an estimate the terms and provisions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the cost exterior of the proposed workany building constituting a part of any Improvements, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to alterations performed in connection with the Restoration of the Property after the occurrence of a Casualty or Condemnation in accordance with the terms and approved by Landlordprovisions of this Agreement, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond any alteration which costs less than the Threshold Amount (in form and substance satisfactory to Landlordthe aggregate for all current alterations at the Property), or such other security reasonably satisfactory to Landlord to insure payment for provided that, in all of the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: foregoing clauses (a) contractorthrough (d), Borrower complies with the Alteration Conditions. If the total unpaid amounts due and payable by Borrower with respect to alterations to the Improvements at the Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) shall at any time exceed the Threshold Amount, Borrower shall promptly deliver to Lender as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents any of the following: (A) cash, (B) U.S. Obligations, (C) other securities having a rating acceptable to Lender and owners protection; that, at Lender’s option, the applicable Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned to any Securities or any class thereof in connection with any Securitization or (D) a completion bond or an irrevocable letter of credit (payable on sight draft only) issued by a financial institution having a rating by S&P of not less than “A-1+” if the term of such bond or letter of credit is no longer than three (3) months or, if such term is in excess of three (3) months, issued by a financial institution having a rating that is acceptable to Lender and that, at Lender’s option, the applicable Rating Agencies have confirmed in writing will not, in and of itself, result in a downgrade, withdrawal or qualification of the initial, or, if higher, then current ratings assigned to any Securities or class thereof in connection with any Securitization. Such security shall be in an amount equal to the excess of the total unpaid amounts with respect to alterations to the Improvements on the Property (other than such amounts to be paid or reimbursed by Tenants under the Leases) over the Threshold Amount and Lender may apply such security from time to time at the option of Lender to pay for such alterations. (b) blanket contractual liability coverage; (c) broad form property damage insurance; Borrower shall not waive any material terms, covenants and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior conditions contained in any Major Tenant Lease upon the part of the Tenant thereunder to the commencement of be observed or performed in connection with any construction activity, certificates of alterations to be performed by any Tenant under any such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Major Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesLease.

Alterations. Except for any Permitted Alterations (as defined below), Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, improvements, or exterior walls of the Building or make any alteration, addition or improvement installations to the Premises (collectivelyPremises, “Alterations”) or attach any portion thereof withoutfixtures or equipment thereto, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) . Any request by Tenant to make any such alterations or additions shall furnish to Landlord an estimate of the cost of the proposed work, certified in each instance be accompanied by the architect who prepared such plans and specifications; (c) specifications for such alterations and additions in such detail as Landlord shall reasonably require and prepared by an architect/engineer designated by Landlord. Unless otherwise agreed, all contracts for any proposed work such approved alterations and other improvements shall be submitted made by Landlord at Tenant’s sole expense and shall become the property of Landlord and be surrendered with the Premises upon the expiration of this Lease. However, Landlord may, at Landlord’s option and by written notice at the time such alteration, improvement, decoration or furnishing is approved, require Tenant to remove any or all such alterations, improvements (other than the initial Tenant Improvements), decorations, and furnishings pursuant to this Article only, and repair any damage to the Premises resulting from such alterations, upon the expiration or earlier termination of this Lease. All construction work done by Tenant within the Premises shall be performed in good and workmanlike manner, in accordance with the plans and specifications approved by Landlord, which approval in compliance with all governmental requirements, and in such a manner as to cause a minimum of interference with other tenants in the Building. Tenant agrees to indemnify Landlord and hold Landlord harmless against any loss, liability or damage resulting from such work, and Tenant shall, if requested by Landlord, furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. Notwithstanding the foregoing, Tenant shall not be unreasonably withheld or delayed; and have the right to make non-structural, non-MEP (dmechanical, electrical, plumbing) alterations without the consent of Landlord (“Permitted Alterations”), so long as (i) Tenant shall either furnish notifies Landlord in writing of its intention to do such work at least ten (10) days prior to the initiation of such work, (ii) Tenant provides to Landlord a bond in form copy of plans and substance satisfactory specifications for such work, a construction schedule and a list of contractors and subcontractors, which shall be subject to Landlord’s reasonable approval, or (iii) such other security reasonably satisfactory alterations do not cause excessive loads on the Building and its systems and are not visible from the exterior of the Premises, and (iv) Tenant obtains and furnishes to Landlord to insure payment for required building permits and certificates of occupancy, if any are required. At the completion time of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityreview of Tenant’s plans and specifications for Permitted Alterations, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of will notify Tenant whether or not any construction activity, certificates of such insurance coverages shall Permitted Alterations must be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that removed at the Alteration does not have any adverse environmental impact on expiration or termination of the premisesTerm.

Alterations. Tenant (a) With the exception of New Units and the Existing Units described in Section 10.3, the Lessee shall not at any time during the Term of this Lease make any openings in the roof make, or exterior walls of the Building or make cause to be made, any alteration, addition or improvement to in the Premises (collectivelyPremises, “Alterations”) including without limitation installation, removal or any portion thereof withoutmodification of fencing or landscaping, in each instance, without first obtaining the prior written consent of Landlord which consentthe Director for such work, as except in each case alterations or improvements required to non-structural maintain the Property and Improvements in safe condition and in compliance with applicable laws and ordinances. The Director’s approval of alterations, additions or non-systems repairs, improvements expressly contemplated by this Lease shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentence, Tenant may make Ordinary repairs and any non-structural Alterations without obtaining Landlord’s alteration of any structure that, together with all other items of the same nature during the calendar year, cost less than $100,000.00, and emergency repairs immediately necessary for the usual and customary usage of the Premises, in each case if at the sole expense of Lessee, shall not require such prior written consent. All alterations, provided additions and improvements made shall be at the total sole cost and expense of such non-structural Alteration is less the Lessee, and unless otherwise agreed in writing by the Director, shall remain in and be surrendered with the Premises as a part thereof at the expiration or termination of this Lease, without disturbance, molestation or injury. This subsection and any consent under this subsection shall not affect or substitute for any requirement for approvals, permits or consents under any law, ordinance, regulation, or any document other than Twenty Thousand Dollars this Lease. ($20,000.00b) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration The Lessor reserves an unqualified right to make repairs or alterations to the Premises for which Landlord’s consent is required shall be commenced or to the buildings thereon (i) where conditions deemed by Tenant until Tenant has furnished Landlord with a satisfactory certificate the Director to constitute an emergency exist, or certificates from an insurance company acceptable (ii) after prior written notice to Landlord, evidencing workmen’s compensation coverage, and insurance coverage Lessee requesting Lessee to make such repair or alteration in amounts satisfactory order to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner correct deficiencies in compliance with any applicable governmental law, statute, ordinance regulation or regulationCode. Upon completion of any Alteration by Tenant hereunder, Tenant Lessee shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations reimburse Lessor on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except demand for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of any such repairs or alterations if made after the proposed workLessee shall have failed or refused to do so. The Lessor also reserves the right to make general alterations to the Premises at no cost to Lessee, certified where such general alterations will not unreasonably interfere with the ordinary operation of the Premises by the architect who prepared such plans and specifications; (c) all contracts for Lessee or its permitted Sublessees, but not the right to construct any proposed work shall be submitted Buildings or to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond modify any buildings except as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesArticle 16 below.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make all Alterations on remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Premises caused in connection with the removal of any items pursuant to this article and restore all damaged areas to a condition consistent with the surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Premises certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. 8.1 Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls of the Building or make any alteration, addition or improvement improvements to the Demised Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord, which Landlord may grant or deny in its sole discretion with respect to structural alterations, except for the installation of unattached, movable trade fixtures which consentmay be installed without drilling, as cutting or otherwise defacing the Demised Premises. Landlord shall not unreasonably withhold or delay its consent with respect to non-structural alterations. All alterations, additions, improvements and fixtures, except that any Alterations, fixtures or non-systems repairsany other property installed in the Demised Premises at the sole expense of Tenant and which can be removed without causing material damage to the Building, shall not remain upon and be unreasonably withheldsurrendered with the Demised Premises and become the property of Landlord at the termination of this Lease, unless Landlord requests their removal in which event Tenant shall remove the same and restore the Demised Premises to their original condition at Tenant's expense. Notwithstanding the preceding sentenceAny linoleum, Tenant carpeting or other floor covering which may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration be cemented or otherwise affixed to the floor of the [GRAPHIC OMITTED]Demised Premises for which Landlord’s consent is required a permanent fixture and shall become the property of the Landlord without credit or compensation to Tenant. 8.2 All construction work done by Tenant within the Demised Premises shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done performed in a good and workmanlike manner manner, in compliance with any applicable all governmental lawrequirements, statute, ordinance or regulation. Upon completion and the requirements of any Alteration by Tenant hereunder, Tenant shall furnish contract or deed or trust to which the Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by a party and in such manner as to cause a minimum of interference with other construction in progress and with the act transaction of business in the Building. Tenant agrees to indemnify Landlord and hold it harmless against any loss, liability or neglect of any other person or corporation (public or private)damage resulting from such work, except for Landlordand Tenant shall, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved if requested by Landlord, which approval shall not be unreasonably withheld furnish bond or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in against any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityloss, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesor damage.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement to the Premises improvements (collectively, “Alterations”) in or any portion thereof withoutto the Demised Premises, in each instanceexcept pursuant to Exhibit “D”, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost which consent shall not be unreasonably withheld, delayed or conditioned. Tenant shall only utilize contractors reasonably approved by Landlord. Tenant shall, before making any Alterations, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall deliver promptly duplicates of all such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence permits, approvals and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing and Tenant agrees to carry, and to cause Tenant’s contractors and sub-contractors to carry such workmen’s compensation coveragecompensation, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability general liability, personal and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationinsurance as Landlord may reasonably require. Upon completion of any Alteration by Tenant hereunderAlterations, Tenant shall furnish deliver to Landlord with a copy one set of the “as as-built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor. All fixtures and all paneling, prepared partitions, and like Alterations (but not FF&E Work, including therein any racking or railing system installed by a licensed architectTenant which Tenant shall remove upon the expiration or earlier termination of the Lease), installed in the Demised Premises, either by Tenant or by Landlord on Tenant’s behalf, shall become the property of Landlord and shall remain upon and be submitted surrendered with the Demised Premises upon the expiration or earlier termination of the Lease, unless Landlord, by notice to Tenant given no later than 20 days prior to the Expiration Date of this Lease (or within 20 days after the earlier termination hereof), elects to have them removed by Tenant, in which event, the same (except for, Tenant’s Work, Landlord’s Work, done pursuant to Exhibit D, but including other Alterations [unless at the time of Tenant’s request for approval of installation, Landlord advises Tenant in writing that such Alterations need not be removed upon expiration or earlier termination of this Lease, and, if after Tenant’s written notice to Landlord to request such determination, if Landlord does not so advise Tenant of the requirement of removal of all or any of such Alterations, Tenant shall not be required to remove such Alterations at the expiration or earlier termination of this Lease], and approved furniture, fixtures and equipment installed by or for Tenant, in connection with Tenant’s occupancy of the Demised Premises) shall be removed from the Demised Premises by Tenant. Nothing in this section shall be construed to give Landlord title to or to prevent Tenant’s removal of trade fixtures, moveable office furniture and equipment, but upon removal of any such equipment and fixtures from the Demised Premises or upon removal of other installations as may be required by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish immediately and at its expense, repair and restore the Demised Premises to Landlord an estimate the condition existing prior to installation (subject to ordinary wear and tear) and repair any damage to the Demised Premises or the Property due to such removal. All property that was permitted or required to be removed by Tenant at the end of the cost of Term but which remains in the proposed work, certified by Demised Premises for 10 business days after Tenant vacates the architect who prepared such plans and specifications; (c) all contracts for any proposed work Demised Premises shall be submitted to deemed abandoned and approved by may, at the election of Landlord, which approval shall not either be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which retained as Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as property or may be reasonably required removed from the Demised Premises by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractorat Tenant’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesexpense.

Alterations. Tenant shall not at make no changes in or to demised premises of any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement nature without Owner's prior written consent. Subject to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as Owner and to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceprovisions of this articles, Tenant at Tenant's expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvement which are nonstructural and less than Fifty Thousand Dollars ($50,000.00) which do not affect utility services or plumbing and electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is interior of demised premises by using contractors or mechanics first approved by Owner. Tenant shall, before making any alterations, installations, additions or improvement, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall be commenced by deliver promptly duplicates of all such permits, approvals and certificates to Owner and Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable agrees to Landlordcarry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, evidencing workmen’s compensation coveragegeneral liability, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability personal and property damage insurance as Owner may require. If any mechanic's lien is filed against the demised premises, or the building of which the same forms a part, for work claimed to any person have done for, or propertymaterials furnished to, on Tenant, whether or off not done pursuant to this article, the Premises, arising out of and during the making of such Alterations. Any Alteration same shall be discharged by Tenant hereunder within ten days thereafter, at Tenant's expense, bu filling the bond required by law. All fixtures and all paneling, partitions, railing and installations, installed in the premises at any times, either by Tenant or by Owner in Tenant's behalf, shall, upon installations, become the property of Owner and shall remain upon and be surrendered with the demised premises unless Owner, by notice to Tenant no later then twenty days prior to the date fixed as the termination of this lease, elects to relinquish Owner's rights thereto and to have them removed by Tenant, in which event, the same shall be done removed from the premises by Tenant prior to the expirations of the lease, at Tenant's expense. Nothing in a good this article shall be construed to give Owner title to or to prevent Tenant's removal of trade fixtures, moveables office furniture and workmanlike manner in compliance with any applicable governmental lawequipment, statute, ordinance or regulation. Upon completion but upon removal of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy such from the premises or upon removal of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts installations as may be reasonably required requires by Landlord naming Landlord as an additional insured Owner. Tenant shall immediately and providing liability coverage during all phases of construction includingat its expense, without limitation: (a) contractor’s repair and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the premises to the commencement condition existing prior ro installation and repair any damage to the demised premises or the building due to such removal. All property permitted or required to be removed by Tenant at the end of any construction activity, certificates of such insurance coverages the term remaining in the premises after Tenant's removal shall be provided to Landlord. Before commencing any Alterationdeemed abandoned and may, Tenant shall provide Landlord with a written certification that at the Alteration does not have any adverse environmental impact on election of Owner, either be retained as Owner's property or may be removed from the premisespremises by Owner at Tenant's expense.

Alterations. (a) Tenant shall not at any time during the Term of this Lease make any openings no alterations, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyPremises, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar yearthen only by contractors or mechanics approved by Landlord. No Alteration to the Premises for Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord free access to mechanical installations or service facilities of the Building or Project or interfere with a satisfactory certificate the moving of Landlord’s equipment to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person the enclosures containing said installations or property, on or off the Premises, arising out of and during the making of facilities. All such Alterations. Any Alteration by Tenant hereunder work shall be done at such times and in a good such manner as Landlord may from time to time designate. Tenant covenants and workmanlike manner agrees that all work done by Tenant shall be performed in full compliance with any applicable all laws, rules, orders, ordinances, regulations and requirements of all governmental lawagencies, statuteoffices, ordinance or regulation. Upon completion and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any Alteration by Tenant hereundersimilar body. Before commencing any work, Tenant shall furnish give Landlord with a copy at least ten days written notice of the “as built” plans covering proposed commencement of such construction. work and shall, if required by Landlord, secure at Tenant, at its sole ’s own cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private)a completion and lien indemnity bond, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of lienssaid work. Tenant further covenants and agrees that any mechanic’s lien filed against the Premises or against the Building or Project for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all contractors engaging wall-covering, built-in any construction activity cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and for the benefit of like installed by Tenant, and Tenant for which shall repair all damage resulting from such removal or, at Landlord’s consent option, shall be required shall obtain commercial general liability, worker’s compensation and pay to Landlord all costs arising from such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; removal. (b) blanket contractual All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease for any cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability coverage; (c) broad form property damage insurance; to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and (d) statutory workerall expenses incurred in such removal, including court costs and attorneys’ fees and storage charges on such effects for any length of time that the same shall be in Landlord’s compensation coverage possession. Landlord may, at its option, without notice, sell said effects, or any of the same, at private sale and employer’s liability coverage. Prior without legal process, for such price as Landlord may obtain and apply the proceeds of such sale upon any amounts due under this Lease from Tenant to Landlord and upon the expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make all Alterations on remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Premises caused in connection with the removal of any items pursuant to this article and restore all damaged areas to a condition consistent with the surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000.00). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Premises certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. 3. Tenant shall not at make no changes in or to demised premises of any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement nature without Owner's prior written consent. Subject to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as Owner and to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceprovisions of this articles, Tenant at Tenant's expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvement which are nonstructural and less than Fifty Thousand Dollars ($50,000.00) which do not affect utility services or plumbing and electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is interior of demised premises by using contractors or mechanics first approved by Owner. Tenant shall, before making any alterations, installations, additions or improvement, at its expense, obtain all permits, approvals and certificates required by any governmental or quasi-governmental bodies and (upon completion) certificates of final approval thereof and shall be commenced by deliver promptly duplicates of all such permits, approvals and certificates to Owner and Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable agrees to Landlordcarry and will cause Tenant's contractors and sub-contractors to carry such ▇▇▇▇▇▇▇'▇ compensation, evidencing workmen’s compensation coveragegeneral liability, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability personal and property damage insurance as Owner may require. If any mechanic's lien is filed against the demised premises, or the building of which the same forms a part, for work claimed to any person have done for, or propertymaterials furnished to, on Tenant, whether or off not done pursuant to this article, the Premises, arising out of and during the making of such Alterations. Any Alteration same shall be discharged by Tenant hereunder within ten days thereafter, at Tenant's expense, bu filling the bond required by law. All fixtures and all paneling, partitions, railing and installations, installed in the premises at any times, either by Tenant or by Owner in Tenant's behalf, shall, upon installations, become the property of Owner and shall remain upon and be surrendered with the demised premises unless Owner, by notice to Tenant no later then twenty days prior to the date fixed as the termination of this lease, elects to relinquish Owner's rights thereto and to have them removed by Tenant, in which event, the same shall be done removed from the premises by Tenant prior to the expirations of the lease, at Tenant's expense. Nothing in a good this article shall be construed to give Owner title to or to prevent Tenant's removal of trade fixtures, moveables office furniture and workmanlike manner in compliance with any applicable governmental lawequipment, statute, ordinance or regulation. Upon completion but upon removal of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy such from the premises or upon removal of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts installations as may be reasonably required requires by Landlord naming Landlord as an additional insured Owner. Tenant shall immediately and providing liability coverage during all phases of construction includingat its expense, without limitation: (a) contractor’s repair and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the premises to the commencement condition existing prior ro installation and repair any damage to the demised premises or the building due to such removal. All property permitted or required to be removed by Tenant at the end of any construction activity, certificates of such insurance coverages the term remaining in the premises after Tenant's removal shall be provided to Landlord. Before commencing any Alterationdeemed abandoned and may, Tenant shall provide Landlord with a written certification that at the Alteration does not have any adverse environmental impact on election of Owner, either be retained as Owner's property or may be removed from the premisespremises by Owner at Tenant's expense.

Alterations. Other than the Tenant Improvements, Tenant shall not at any time during the Term of make no further alterations, additions or improvements (sometimes referred to in this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, Paragraph collectively as “Alterations”) or any portion thereof without, in each instance, to the Premises without Landlord’s prior written consent as provided herein and without a valid building permit issued by the appropriate governmental agency. Tenant shall submit to Landlord, for Landlord’s written approval, a written description of the Alterations that Tenant proposes to perform, all applications for permits for such Alterations, detailed plans and specifications for Alterations constituting Major Alterations, and such other information regarding the intended Alterations as Landlord which consentmay reasonably require, and no request for Landlord’s consent to Alterations shall be deemed complete until such information is delivered. To the extent that any alterations, additions or improvements to the Premises constitute “Major Alterations” (as defined below), Landlord may withhold its consent in Landlord’s sole and absolute discretion; otherwise, Landlord’s consent to non-structural any alterations, additions or non-systems repairs, improvements to the Premises other than Major Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding As used herein, “Major Alterations” shall mean any alterations, additions or improvements (i) which are visible from outside the preceding sentencePremises and/or Building (including design and aesthetic changes), and/or (ii) to the exterior of the Building, the roof of the Building, the heating, ventilation and/or air conditioning systems serving the Premises, the fire sprinkler, plumbing, electrical, mechanical and/or any other systems serving the Premises, any interior, load-bearing walls, the foundation and/or the slab of the Building. Tenant may make nonshall notify Landlord in writing at least fifteen (15) days prior to commencement of any work to enable Landlord to post a Notice of Non-structural Responsibility or other notice deemed proper before the commencement of work. Any and all such alterations, additions or improvements shall comply with all Applicable Laws including, without limitation, obtaining any required permits or other governmental approvals. In addition, all Alterations without obtaining shall be performed only by licensed contractors and subcontractors and shall be performed in strict compliance with all permits, any plans and specifications approved by Landlord, and all conditions to Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence approval. Tenant shall cause its contractors and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration subcontractors to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an maintain insurance company reasonably acceptable to Landlord. Upon termination of this Lease, evidencing workmen’s compensation coverageany alterations, additions and improvements (including without limitation all electrical, lighting, plumbing, heating and air-conditioning equipment, doors, windows, partitions, drapery, carpeting, shelving, counters, and insurance coverage in amounts satisfactory physically attached fixtures) made by Tenant shall at once become part of the realty and belong to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off unless the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy terms of the “as built” plans covering applicable consent provide otherwise, or unless at the time of the applicable consent Landlord requests that part or all of the additions, alterations or improvements be removed. In such construction. case, Tenant, at its sole cost and expense, will make all Alterations on shall promptly remove the specified additions, alterations or improvements and shall fully repair and restore the relevant portion(s) of the Premises to the condition in which may be necessary by Tenant is otherwise required to surrender the act Premises under Paragraph 17.1. Notwithstanding the foregoing or neglect of any other person or corporation anything in this Lease to the contrary, with respect to the Tenant Improvements and subsequent Alterations (public or privateunless Landlord’s applicable consent provides otherwise), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall only be required shall obtain commercial to remove alterations, additions and improvements that are not consistent with general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction office use (including, without limitation: (a) contractor’s , laboratory related alterations, additions and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; improvements and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior restore the applicable portions of the Premises to the commencement their original condition upon termination of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesthis Lease.

Alterations. (a) Tenant may make, with respect to any Site, any non-structural alterations it may desire not exceeding the Annual Alteration Threshold in any 12-month period without Landlord’s prior written consent. Any alterations and additions (1) which will exceed the Annual Alteration Threshold or (2) is structural in nature, shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutrequire, in each instancecase, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided which consent shall not be unreasonably withheld, conditioned or delayed. Any improvements and alterations shall remain the total cost property of Tenant unless paid for by Landlord or purchased by Landlord as noted above as part of the Bowling Equipment; provided, however, such alterations and improvements (other than the Bowling Equipment) which are not removed by Tenant as the end of the Term shall become Landlord’s property at the expiration or earlier termination of the Lease without further act, deed or payment. All structural and non-structural Alteration alterations and additions (i) shall not adversely affect the value, use or operations of a Site for the Permitted Use, (ii) shall be completed in compliance with all laws, codes, rules, regulations and ordinances, and (iii) if performed without Landlord’s prior written consent, shall not adversely affect in any way the structural exterior or roof elements of the Premises (excluding installations installed upon the exterior and roof which do not adversely affect the structural or operating integrity of such item). Tenant shall give prior written notice of any structural alterations, additions or improvements to Landlord. At Landlord’s option, any improvement made without Landlord’s consent shall be removed and the area repaired at Tenant’s expense at the termination of the Term. (b) In no event shall Tenant be permitted to install underground storage tanks or fuel systems on the Premises, or any portion thereof, including at any Site. (c) All alterations, additions or improvements requiring Landlord’s consent, including pursuant to this paragraph 23 or paragraph 10 above, shall be made at Tenant’s sole cost and expense as follows: (i) Tenant shall submit to Landlord, for Landlord’s written approval, complete plans and specifications for all work to be done by Tenant. Such plans and specifications shall be prepared by the licensed architect(s) and engineer(s) approved in writing by Landlord, shall comply with all applicable codes, ordinances, rules and regulations, shall not adversely affect the structural elements of the Premises, shall be in a form sufficient to secure the approval of all government authorities with jurisdiction over the Premises, and shall be otherwise satisfactory to Landlord in Landlord’s reasonable discretion. (ii) Landlord shall notify Tenant in writing within thirty (30) calendar days whether Landlord approves, approves on condition that Tenant reverse the alteration at Tenant’s expense at the termination or expiration of this Lease, or disapproves such plans and specifications. Tenant may submit to Landlord revised plans and specifications for Landlord’s prior written approval, which approval shall not be withheld, conditioned or delayed if (a) the work to be done would not, in Landlord’s reasonable judgment, adversely affect the value, character, rentability or usefulness of the Premises or any part thereof, or (b) the work to be done shall be required by any Law (hereinafter defined). Tenant shall pay all costs, including the fees and expenses of the licensed architect(s) and engineer(s), in preparing such plans and specifications. (iii) All material mutual changes (other than field changes for which no change order is less than Twenty Thousand Dollars ($20,000.00) per occurrence proposed and less than Fifty Thousand Dollars ($50,000.00which will be reflected in the final “as built” plans) in the aggregate per plans and specifications approved by Landlord shall be subject to Landlord’s prior written approval (not to be unreasonably withheld, conditioned or delayed). If Tenant wishes to make such change in approved plans and specifications, Tenant shall have such architect(s) or engineer(s) prepare plans and specifications for such change and submit them to Landlord for Landlord’s written approval. Landlord shall notify Tenant in writing promptly (but in no event less than five (5) calendar yeardays) whether Landlord approves, approves on condition that Tenant reverse the alteration at Tenant’s expense at the termination or expiration of this Lease, or disapproves such change (and the reasons therefor). No Alteration Tenant may submit to Landlord revised plans and specifications for such change for Landlord’s written approval. After Landlord’s written approval of such change, such change shall become part of the plans and specifications approved by Landlord. (iv) Tenant shall obtain and comply with all building permits and other government permits and approvals required in connection with the work. Tenant shall, through Tenant’s licensed contractor, perform the work substantially in accordance with the plans and specifications approved in writing by Landlord. Tenant shall pay, as Additional Rent, the entire cost of all work (including the cost of all utilities, permits, fees, taxes, and property and liability insurance premiums in connection therewith) required to make the alterations, additions or improvements. Under no circumstances shall Landlord be liable to Tenant for any damage, loss, cost or expenses incurred by Tenant on account of any plans and specifications, contractors or subcontractors, design of any work, construction of any work, or delay in completion of any work. (v) Tenant shall give at least ten (10) calendar days prior written notice to Landlord of the date on which construction of any work to be done by outside contractors which involves the roof, a structural element of the building, or otherwise requires Landlord’s approval or consent. Landlord shall have the right to post and keep posted on the Premises any notices that may be provided by law or which Landlord may deem to be proper for the protection of Landlord and the Premises, or any portion thereof, from liens, and to take any other action Landlord deems necessary to remove or discharge Liens at the expense of Tenant. (vi) All alterations, additions, improvements, and fixtures, whether temporary or permanent in character, made in or to the Premises for which by Tenant, shall become part of the Premises and Landlord’s consent is required property at the expiration or earlier termination of the Lease, except those which are readily removable without causing material damage to the Premises (which shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and remain the property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationTenant). Upon termination or expiration of this Lease, Tenant shall, at Tenant’s expense, remove all of Tenant’s Personal Property and, for any Site which Landlord has not Purchased the Bowling Equipment, such Bowling Equipment, from the Premises (but not the Improvements) and repair all damage caused by such removal and restore the Premises to the condition required by this Lease. Termination of this Lease shall not affect the obligations of Tenant pursuant to this paragraph 23(c) to be performed after such termination. (vii) Promptly following the completion of any Alteration by Tenant hereunderalteration, addition, or improvement to the Premises requiring consent, Tenant shall furnish Landlord with a copy in electronic form acceptable to Landlord of the complete plans and specifications for such work (including, if available, so-called “as as-built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises).

Alterations. Tenant Subtenant shall not at make or permit to be made, any time during improvements. additions, or alterations, painting, carpeting or decorations, structural or otherwise, in or to the Term of this Lease make any openings in the roof Sublease Premises or exterior walls of the Building or make any alteration, addition or improvement to the Premises without (collectively, “Alterations”i) or any portion thereof without, in each instance, obtaining the prior written consent of Landlord Sublandlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, conditioned or delayed (provided the total cost of that no such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required for minor alterations that are not structural in nature, including painting, carpeting or decorations), (ii) obtaining the prior written consent of Prime Landlord, such consent to be granted or withheld by Prime Landlord in accordance with the terms of the Prime Lease, and (iii) complying with all the terms and conditions of the Prime Lease related thereto, including without limitation payment of its contractors and obtaining final lien waivers from all contractors. Subtenant shall obtain commercial general liabilitypromptly provide Sublandlord all municipal approvals and any documentation approved by Prime Landlord related to any such improvements, workeradditions or alterations. Additionally, in connection with the undertaking of any such work by Subtenant in the Sublease Premises, (y) Subtenant’s compensation contractors shall comply with any and all rules and regulations with respect thereto promulgated by Sublandlord or Prime Landlord, and (z) Subtenant shall be responsible for any related payments to the Prime Landlord required under the Prime Lease for such other liability insurance in such amounts improvements, additions or alterations. Except as may be reasonably required prohibited by Landlord naming Landlord as an additional insured law, Subtenant shall indemnify Sublandlord and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior hold it harmless from any injury to the commencement Sublease Premises or the Building or loss of life or injury to persons or property in or around the Sublease Premises or the Building resulting from such early occupancy by Subtenant and its contractors. In any construction activityinstance where Sublandlord’s consent or approval is required with respect to Alterations, certificates of such insurance coverages that consent or approval shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide deemed given if the Prime Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premiseshas given its consent or approval.

Alterations. Tenant Anything in Article 3 to the contrary notwithstanding, Landlord shall not at any time during the Term unreasonably withhold or delay approval of this Lease make any openings in the roof or exterior walls written requests of the Building or make any alteration, addition or improvement Tenant to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentinterior alterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars decorations, additions and improvements ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00herein referred to as "alterations") in the aggregate per calendar year. No Alteration to demised premises, provided that such alterations do not adversely affect utility services or plumbing and electrical lines or other systems of the Premises for which Landlord’s consent is required building, and provided that all such alterations shall be commenced by Tenant until Tenant has furnished Landlord performed in accordance with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, the following conditions: (a) All such alterations costing more than $10,000 shall be performed in accordance with plans and insurance coverage in amounts satisfactory specifications first submitted to Landlord and protecting Landlord against public liability and property damage to any person for its prior written approval which will not be unreasonably delayed or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder withheld. (b) All alterations shall be done in a good and workmanlike manner manner. All alterations shall be done in compliance with any all other applicable provisions of this Lease and with all applicable laws, ordinances, directions, rules and regulations of governmental lawauthorities having jurisdiction; and Tenant shall, statute, ordinance or regulation. Upon completion prior to the commencement of any Alteration such alterations, at its sole cost and expense, obtain and exhibit to Landlord any governmental permit required in connection with such alterations. (c) All work in connection with alterations shall be performed with union labor having the proper jurisdictional qualifications. (d) Tenant shall keep the building and the demised premises free and clear of all liens for any work or material claimed to have been furnished to Tenant or to the demised premises. (e) Prior to the commencement of any work by Tenant hereunderor for Tenant, Tenant shall furnish to Landlord with a copy certificates evidencing the existence of the “following insurance: (i) 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 demised premises. (ii) General liability insurance naming Landlord, its designees, and Tenant as built” plans covering such constructioninsureds, with limits of not less than $500,000 in the event of bodily injury to one person and not less than $1,000,000 in the event of bodily injury to any number of persons in any one occurrence, and with limits of not less than $50,000 for property damage. Tenant, at its sole cost and expense, will make shall cause all Alterations on such insurance to be maintained at all times when the Premises which may work to be necessary performed for or by Tenant is in progress. All such insurance shall be in a company authorized to do business in New York and all policies, or certificates therefor, issued by the act or neglect insurer and bearing notations evidencing the payment of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectpremiums, shall be submitted delivered to Landlord. (f) 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. (g) Tenant shall not be required to remove any fixtures, panelling, partitions, railings or other installations presently constituting a part of the demised premises, constituting a part of the initial fitting up of the demised premises for Tenant's occupancy or installed by Landlord at its expense. (h) All trade fixtures and other movable property installed by Tenant in the demised premises shall remain Tenant's property and shall be removed by Tenant on or before the expiration date, provided only that Tenant shall repair any resultant damage to the demised premises. (i) Any alterations to be made by Tenant (other than plumbing and electrical work) may be performed by any reputable contractor or mechanic (collectively "Contractor") selected by Tenant and approved by Landlord, which approval shall Landlord agrees it will not be unreasonably withheld withhold or delayed; delay, provided the Contractor's performance of the alterations would not result in any labor discord in the Building. (bj) Tenant shall furnish may, at any time during the Term, remove any alteration made by Tenant, solely at its expense, provided Tenant promptly repairs any damage resulting from such removal. (k) Any restoration or repair which Tenant is required to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; make (cwhether structural or non-structural) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld of quality or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior class equal to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesthen Building Standard.

Alterations. Except for any initial improvement of the Demised Premises pursuant to EXHIBIT "D", which shall be governed by the provisions of said EXHIBIT "D", Tenant shall not at make, suffer or permit to be made any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Demised Premises (collectively, “Alterations”) or any portion thereof withoutpart thereof, in each instanceor attach any fixtures or equipment thereto, the prior without first obtaining Landlord's written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed by Landlord. Notwithstanding Any such alterations, additions or improvements to the preceding sentenceDemised Premises consented to by Landlord shall be made by Landlord or under Landlord's supervision for Tenant's account and Tenant shall reimburse Landlord for all costs thereof (including construction coordination fees as set forth in EXHIBIT "D-1" if Landlord is coordinating the work or as set forth in EXHIBIT "D-2" if Tenant is coordinating the work), as Rent, within ten (10) days after receipt of a statement. This provision shall not apply to basic, non-material work within the Demised Premises, such as, by way of illustration but not limitation, picture hanging, furniture installation and the rearranging of offices within the Demised Premises, and Tenant may make non-structural Alterations cause such tasks to be performed without obtaining the prior consent of Landlord’s prior written consent. All such alterations, provided additions and improvements shall become Landlord's property at the total cost 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 non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations, additions and less than Fifty Thousand Dollars ($50,000.00) improvements, in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlordevent, evidencing workmen’s compensation coveragenotwithstanding any contrary provisions respecting such alterations, additions and insurance coverage improvements contained in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderArticle 32 hereof, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantpromptly restore, at its sole cost and expense, will make all Alterations on the Demised Premises which may be necessary by to its condition prior to the act or neglect installation of any other person or corporation such alterations, additions and improvements excepting only (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (ai) plans reasonable wear and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; tear and (dii) Tenant shall either furnish to Landlord a bond in form casualty damage and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisescondemnation.

Alterations. Tenant Occupant shall not at make or allow any time during the Term alterations of this Lease make any openings in the roof kind or exterior walls of the Building or make any alteration, addition or improvement description whatsoever to the Premises (collectively, “Alterations”) or any portion thereof Storage Space without, in each instance, the prior written consent of Landlord the Owner HAZARDOUS AND TOXIC MATERIALS OR PROPANE TANKS PROHIBITED: Occupant is strictly prohibited from storing or using materials in the Storage Space or at the Facility classified as hazardous or toxic under any local, state or federal law or regulation, and from engaging in any activity which consentproduces such mate- rials or is unlawful. Occupant is strictly prohibited from storing any ammunition, as to non-structural gasoline, explosives, chemical agents and any items that may attract rodents or non-systems repairsother animals or insects, and Occupant shall not be unreasonably withheldstore any items which may create a noxious or strong odor. Notwithstanding Occupants obligation of indemnity as set forth below specifically includes any costs, expenses, fines or penalties imposed against the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the PremisesOwner, arising out of the storage or use of any hazardous or toxic material by Occupant, Occupants agents, employees, invitees or guests. Occupant agrees that Owner may enter the Storage Space at any time to remove and during dispose of prohibited items. Occupant agrees to not store any item that may have an odor that may be detected by any manager or other employee of Owner, outside of the Occupant’s unit. Occupant shall not use any combustible materials or tools, for example, but not limited to, welding equipment, nor shall Occupant store any chemicals of any type, whatsoever OWNERS RIGHT TO ENTER, INSPECT, REPAIR: Occupant shall grant Owner, Owner's Agents or the representatives of any governmental authority, including police and fire officials, access to the storage space upon 3 days' written notice to Occupant. In the event Occupant shall not grant access to the Storage Space as re- quired, or in the event of an emergency or upon default of any of Occupant's obligations under this RENTAL AGREEMENT, Owner, Owner's Agents or the repre- sentative of any governmental authority shall have the right, but not the obligation, to remove Occupant's lock and enter the Storage Space for the purpose of examining the Storage Space or for the purpose of making of repairs or alterations to the Storage Space and taking such Alterations. Any Alteration by Tenant hereunder shall other action as may be done in necessary or appropriate to preserve the Storage Space, and the Facility as a good and workmanlike manner in compliance whole, or to comply with any applicable governmental local, state or federal law, statuteor regulation governing hazardous or toxic substance, ordinance mate- rial or regulationwaste, or to enforce any of Owner’s rights. Upon completion In the event of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy damage or injury to the Storage Space or the Facility arising from the negligent or deliberate act or omissions of the “as built” plans covering such construction. TenantOccupant, at its sole cost and expenseor for which Occupant is otherwise responsible, will make all Alterations on the Premises which may be necessary expenses reasonably incurred by the act Owner to repair or neglect restore the Storage Space or the Facility including any expense incurred in connection with any investigation of site conditions, legal fees, or any other person cleanup, removal or corporation (public restoration work required by an applicable local, state or private)federal law or regulation or agency regulating any hazardous or toxic substance, except for Landlord, its agents, employees material or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectwaste, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified paid by the architect who prepared such plans Occupant as additional rent and specifications; (c) all contracts for any proposed work shall be submitted to and approved due upon demand by Landlordthe Owner . For the purpose of this paragraph, the term "emergency" means any sudden, unexpected occurrence or circumstance which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesdemands immediate action.

Alterations. Tenant shall not make, or suffer to be made, any ----------- alterations, improvements or additions in, on, about or to the Premises or any part thereof, without the prior written consent of Landlord (which shall not be unreasonably withheld or delayed) and without a valid building permit issued by the appropriate governmental authority. As a condition to giving such consent, Landlord may require that Tenant agree to remove any such alterations, improvements or additions at any time during the Term termination of this Lease make Lease, and to restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any openings in the roof such alteration, improvement or exterior walls of the Building or make 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 (collectivelyincluding all wiring, “Alterations”) conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning, 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 thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic agency, Tenant shall furnish Landlord with a copy of promptly make the “as built” plans covering such construction. Tenant, same at its sole cost and expense. If during the Term hereof, will make all Alterations on any alteration, addition, or change to the Premises which may be necessary Outside Area is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)agency, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans Landlord shall make the same and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed worksuch alteration, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work addition or change shall be submitted to a Outside Area Charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish pay said cost to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesParagraph 12 above.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease make Lease; provided, however, Landlord may require Tenant to remove any openings in or all alterations at the roof or exterior walls end of the Building Term of this Lease. If Tenant fails to remove by the expiration or make any alterationearlier termination of this Lease all of its personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days" prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys" fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises.

Alterations. Following the Commencement Date, Tenant shall not at any time during the Term of this Lease make any openings in the roof changes, additions, alterations, improvements or exterior walls of the Building or make any alteration, addition or improvement additions to the Premises (collectively, “Alterations”) and Common Area or attach or affix any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations articles thereto without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence which shall not be unreasonably withheld, conditioned or delayed. All alterations, improvements, and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration additions to the Premises for which Landlord’s consent is required shall be commenced (other than the Laboratory Premises) and Common Area (as permitted by Tenant until Tenant has furnished Landlord in accordance with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder this Paragraph) shall be done only by Landlord or contractors or mechanics approved by Landlord, and shall be at Tenant’s sole expense and at such times and in a good and workmanlike such manner in compliance with any applicable governmental lawas Landlord may reasonably approve. Any work approved by Landlord hereunder affecting the Laboratory Premises may be performed, statuteat Tenant’s option, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant or its contractors or mechanics (which shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantbe reasonably approved by Landlord), at its Tenant’s sole cost and expense, will make all Alterations on . Any mechanics or materialman’s lien for which Landlord has received a notice of intent to file or which has been filed against the Premises which and Common Area or the Building arising out of work done for, or materials furnished to or on behalf of Tenant, its contractors or subcontractors shall be discharged, bonded over, or otherwise satisfied by Tenant within ten days following the earlier of the date Landlord receives (1) notice of intent to file a lien or (2) notice that the lien has been filed. If Tenant fails to discharge, bond over, or otherwise satisfy any such lien, Landlord may be necessary do so at Tenant’s expense, and the amount expended by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectincluding reasonable attorneys’ fees, shall be submitted to and approved paid by Tenant within 10 days following Tenant’s receipt of a ▇▇▇▇ from Landlord. All alterations, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordimprovements, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging additions, whether temporary or permanent in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilitycharacter, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.made

Alterations. Tenant shall not at any time during the Term of this Lease make any openings no changes in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Demised Premises (collectivelyof any nature without Landlord’s prior written consent provided, “Alterations”) or any portion thereof withouthowever, in each instancethat Tenant may make purely decorative changes such as painting and installation of partitions and carpeting without Landlord’s consent, but upon notice to Landlord. Subject to the prior written consent of Landlord which consentLandlord, as not to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding withheld or delayed and to the preceding sentenceprovisions of this Article, Tenant at Tenant’s expense, may make non-structural Alterations without obtaining Landlord’s prior written consentalterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence installations, additions or improvements which do not affect utility services or plumbing and less than Fifty Thousand Dollars ($50,000.00) electrical lines, in the aggregate per calendar year. No Alteration or to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy interior of the “as built” plans covering such construction. Tenant, at its sole cost Demised Premises using licensed and expense, will make all Alterations on the Premises which may be necessary by the act reputable contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and mechanics first approved by Landlord, which approval shall not to be unreasonably withheld or delayed; (b) . Landlord shall not charge Tenant shall furnish to Landlord an estimate any fee or other charge for the supervision of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval Tenant’s initial improvements. Tenant shall not be unreasonably withheld responsible for Landlord’s security costs, during normal business hours, during the construction of Tenant’s initial improvements or delayed; initial alterations and for Tenant’s initial move into the Building. All labor employed by Tenant shall be harmonious and compatible with the labor employed by Landlord and other tenants in the Building, it being agreed that if such labor shall be incompatible, Tenant shall forthwith on Landlord’s demand withdraw such labor from the Demised Premises. Tenant may use its own contractor(s), subject to Landlord’s prior reasonable approval thereof, for performing any work in and to or from the Demised Premises. Tenant shall, at its expense, before making any alterations, additions, installations or improvements obtain all permits, approval and certificates required by any governmental or quasi-governmental bodies and (dupon completion) Tenant certificates of final approval thereof and shall either furnish to Landlord a bond in form deliver promptly duplicates of all such permits, approvals and substance satisfactory certificates to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all to carry and will cause Tenant’s contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial sub-contractors to carry such ▇▇▇▇▇▇▇’▇ compensation, general liability, worker’s compensation personal and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; insurance as Landlord may require. As a condition to Tenant performing any work or alterations in or to the Demised Premises and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationwork or alterations, Tenant shall provide furnish a contractor’s performance and payment bond guaranteeing lien free completion of the work or alterations and payment of obligations to its sub-contractors and suppliers. The amount, form and substance of such bond shall be reasonably acceptable to Landlord, providing for a direct right of action against the surety by a claimant, naming Landlord and its Superior Mortgagee as co-obligees, and shall be underwritten by a surety company authorized to do and doing business in the State of New York and with a written certification that “Best” rating of A, or better. Tenant shall not file any mechanic’s, laborer’s or materialman’s lien, or suffer or permit any such lien to be filed against the Alteration does not Demised Premises, including the Building or any part thereof by reason of work, labor, services, or materials requested and/or supplies claimed to have been requested by or on behalf of Tenant; and if such lien shall at any adverse environmental impact time be so filed, within thirty (30) days after said filing Tenant shall cause said lien to be canceled and discharged of record. To the extent Tenant fails to remove any mechanic’s, laborer’s or materialman’s lien filed against the Demised Premises, including the Building or any part thereof within the time period set forth above, the same shall be deemed a default hereunder entitling Landlord to all rights and remedies pursuant to law and this Lease including without limitation the right to arrange to bond or pay the amount of such claim upon which the lien is based and/or utilize the Security (as defined below) therefor and Tenant shall thereafter pay and be liable to Landlord for the amount so paid by Landlord, as additional rent, immediately upon demand, together with interest thereon at the highest rate permissible by law and all costs and expenses, including reasonable attorneys’ fees incurred by Landlord in procuring the discharge of such lien, shall be due and payable by Tenant to Landlord as additional rent upon demand of Landlord. The provisions of this paragraph shall survive the termination of this Lease. All fixtures and all paneling, partitions, equipment, railings and like installations, installed in the Demised Premises at any time, either by Tenant or by Landlord on Tenant’s behalf, shall be removed by Tenant on or prior to the Expiration Date. Landlord hereby requires Tenant, at Tenant’s expense, to remove all switching equipment and wiring and other equipment appurtenant thereto and the HVAC system prior to the expiration of this Lease. Notwithstanding anything contained herein to the contrary, the Improvements (as hereinafter defined) (i) are and remain the property of Landlord, (ii) shall be surrendered by Tenant together with the Demised Premises at the end of the term, in accordance with Article 24 hereof and in no event shall Tenant remove the Improvements. Upon Tenant’s removal of any furniture, fixtures, equipment and installations from the Demised Premises as aforesaid, Tenant shall immediately and at its expense, repair and restore the Demised Premises (and/or the Building, as the case may be) to the condition existing prior to installation and repair any damage to the Demised Premises or the Building due to such removal. All property to be removed by Tenant at the end of the term remaining in the Demised Premises after the Expiration Date shall be deemed abandoned and may, at the election of Landlord, either be retained as Landlord’s property or removed from the Demised Premises by Landlord, at Tenant’s expense. Commencing on the premisesfirst anniversary of the Commencement Date and continuing annually thereafter throughout the term of this Lease, Tenant shall submit to Landlord a structural inventory. Landlord shall also have the right, on an annual basis, to access the Demised Premises, subject to the provisions of Article 13 hereof, in order to review Tenant’s structural loading. Tenant has submitted all plans and specifications as Landlord shall require in connection with Tenant’s request for Landlord’s approval of the work Tenant requires to make to the Demised Premises suitable for its occupancy and use (“Initial Alteration Work”), and Landlord agrees to notify Tenant of its approval or disapproval within ten (10) business days of full execution hereof. All costs and expenses associated with the review of the Initial Alteration Work shall be paid by Tenant in accordance with the provisions of Article 43 of this lease. Subject to all applicable laws, and the provisions of this lease, Tenant may perform the Initial Alteration Work twenty four (24) hours per day, seven (7) days per week. Tenant shall be required to use the Building’s Class E System contractor for all interfacing with the fire detection system as well as the electrical contractor for work in the Demised Premises. With respect to any proposed work, Tenant shall, submit (a) “load letter” evidencing Tenant’s proposed floor and electrical loads and (b) final “as built” plans.

Alterations. Tenant shall not at make or suffer to be made any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls improvements to or of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such which Landlord may withhold in its sole discretion, except that Landlord’s consent shall not be required for non-structural Alteration is alterations costing less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars fifty thousand dollars ($50,000.00) in that are not visible from the aggregate per calendar yearexterior of the Premises. No Alteration All alterations, additions, and improvements to the Premises for which Landlord’s consent is required Premises, including but not limited to floor coverings, wall coverings, window coverings, paneling, and built-in cabinet work, but excluding movable furniture, trade fixtures, and other unattached personal property, shall be commenced by Tenant until Tenant has furnished Landlord with on the expiration of the Term become a satisfactory certificate or certificates from an insurance company acceptable part of the realty and belong to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance surrendered with any applicable governmental law, statute, ordinance the Premises whether or regulationnot installed with Landlord’s consent. Upon completion of any Alteration by Tenant hereunderNotwithstanding the foregoing, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, will make remove any alterations, additions, or improvements designated for removal by Landlord upon written notice given to Tenant within thirty (30) days after the termination of this Lease. If Tenant receives any such designation at least ten (10) days before the termination of this Lease, the removal shall be completed prior to termination. Otherwise the removal shall be completed within ten (10) days after Tenant’s receipt of Landlord’s designation. Tenant shall repair any damage to the Complex caused in connection with the removal of any items pursuant to this article and restore all Alterations on damaged areas to a condition consistent with the Premises surrounding finish. Landlord’s consent to any alterations, additions, or improvements, when given, shall be deemed to be conditioned upon Tenant acquiring any governmental approvals or permits which may be necessary by the act or neglect of any other person or corporation (public or private)required, except for Landlordall at Tenant’s sole cost and expense. All alterations, its agentsadditions, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, improvements shall be submitted to made by Tenant at Tenant’s sole cost and approved expense by licensed contractors and in compliance with all laws and regulations. If requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish provide a Payment and Performance Bond for Landlord Approved Construction over One Hundred Thousand Dollars ($100,000.00). Each contractor must first be approved in writing by Landlord. Tenant shall cause its contractors to submit to Landlord an estimate of prior to entering the cost of the proposed work, certified by the architect who prepared such plans Complex certificates and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other endorsements evidencing liability insurance meeting the requirements for Tenant’s commercial generally liability policy set forth in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured Article 10 hereof and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s workers compensation coverage and employer’s liability coveragecoverage as required by law. Prior to the commencement of any construction activityEach commercial general liability policy shall name as additional insureds Landlord, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration’s property manager, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesand Landlord’s Mortgagees.

Alterations. Subsequent to the completion of any Landlord’s Work pursuant to Section 2, Tenant shall not at attach any time during fixtures, equipment or other items to the Term of this Lease make any openings in the roof Premises, or exterior walls of the Building paint or make any alterationother additions, addition changes, alterations, repairs or improvement improvements (collectively hereinafter “alterations”) to the Premises (collectivelyPremises, “Alterations”) Building or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations Property without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration which with respect to alterations to the Premises for which Landlord’s consent will not be unreasonably withheld, conditioned or delayed so long as Tenant is required shall be commenced by Tenant until Tenant has furnished not then in default of this Lease (beyond any applicable cure period). If Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage consents to any person or propertyalteration, on or off the Premises, arising out Landlord may post notices of and during the making of such Alterationsnonresponsibility in accordance with law. Any Alteration by alterations so made shall remain on and be surrendered with the Premises upon expiration or earlier termination of this Lease, except that Landlord may, but subject to the next grammatical sentence, within thirty (30) days before the expiration or earlier termination hereof elect in writing to require Tenant hereunder shall be done in a good and workmanlike manner in compliance with to remove any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. all alterations at Tenant, at its ’s sole cost and expense. At the time Tenant submits plans for requested alterations to Landlord for Landlord’s approval, Tenant may request Landlord to identify which alterations Landlord will require Tenant to remove at the termination of or expiration of this Lease, and Landlord shall make all Alterations on such identification simultaneous with its approval (if any) of the alterations. If Landlord elects to require removal of alterations, then at its own and sole cost Tenant shall restore the Premises which may be necessary by to substantially the act same the condition (reasonable wear and tear and damage from fire or neglect other insured casualty excepted) existing prior to the installation of any other person such alteration or corporation (public or private)improvement, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate before the last day of the cost of term. Notwithstanding anything contained in this Lease to the proposed workcontrary, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall not be required shall obtain commercial general liabilityfor (i) any interior decorative changes such as partitioning, workercarpeting, installation of shelves, painting, wallpapering, or for (ii) any non-structural alterations which do not affect the Building’s compensation structure or the Building Systems and such other liability insurance Equipment, provided, that any of the foregoing in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured either (i) or (ii) above do not require a building permit and providing liability coverage during all phases of construction includingdo not cost more than $10,000.00 in any one particular instance (collectively, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage“Cosmetic Alterations”). Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that at least fifteen (15) days advance notice of any proposed Cosmetic Alterations. Except as expressly set forth to the Alteration does not have any adverse environmental impact on contrary above, Tenant shall otherwise comply with the premisesprovisions of this Section 10 with respect to Cosmetic Alterations in the same manner as if they were alterations requiring Landlord’s consent hereunder.

Alterations. Except as otherwise provided in this Section 8, Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationnot, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord (such consent not to be unreasonably withheld, delayed or conditioned), make any alterations, improvements or additions to the Leased Premises, including but not limited to, partitions, wall coverings, floor coverings, and special lighting installations, improvements, or additions, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld, conditioned or delayed. Subject to the requirements and limitations as provided in this Section 8, Tenant may at its own cost and expense, make such leasehold improvements to the Leased Premises as are necessary for the operation of Tenant’s business. Tenant shall first submit to Landlord plans and specifications therefore and obtain Landlord’s written approval thereof (such approval not to be unreasonably withheld, delayed or conditioned) prior to commencing any such work. Notwithstanding the preceding sentenceforegoing or anything to the contrary provided herein, Tenant may shall be permitted to make non-structural Alterations any alterations, improvements or additions to the Leased Premises without obtaining Landlord’s prior written consent, provided the total consent of Landlord if the estimated cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than the same does not exceed Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year). No Alteration All alterations, improvements, or additions to the Leased Premises, whether temporary or permanent in character, made by Landlord or Tenant in or upon the Leased Premises for which shall be Landlord’s consent is required property and Tenant shall not have the option to remove the same at or prior to the termination of this Lease, without the express written permission of and agreed upon compensation paid to Landlord. Notwithstanding the foregoing, Tenant shall have the right to remove Tenant’s movable office furniture, trade fixtures, and office and professional equipment and all other items of Tenant's personal property (“Tenant FF&E”) from the Leased Premises at any time at or prior to the termination of this Lease; provided, however, that Landlord shall have the right to require Tenant to remove such Tenant FF&E at Tenant’s cost upon the termination of this Lease. The repair of any damage caused to the Leased Premises as a result of any such removal shall be commenced paid for by Tenant until Tenant has furnished Tenant. The work necessary to make any repairs required pursuant to this Section, or to make any alterations, improvements, or additions to the Leased Premises to which Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlordmay consent pursuant hereto, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done only under written contract approved in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved writing by Landlord, which approval and subject to all conditions Landlord may reasonably impose. Any such consent of the Landlord shall not be unreasonably withheld (or delayed; (b) nor shall such conditions be unreasonably imposed. Tenant shall furnish to Landlord an estimate of promptly pay for the cost of all such work and Tenant shall defend and hold Landlord and the proposed Leased Premises, harmless from all reasonable, documented and out-of-pocket costs, damages, liens for labor, services, or materials relating to such work, certified by and shall defend and hold Landlord harmless from all costs, damages, liens, and expenses related thereto including attorney fees. In the architect who prepared such plans event that Landlord incurs any documented and specifications; (c) all contracts for any proposed out of pocket expenses as a result of Tenant’s work or Tenant’s contractors’ or subcontractors work then Tenant agrees it shall be submitted to and approved by Landlordreimburse Landlord immediately upon demand, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior addition to the commencement of any construction activityRent set forth above, certificates of to the extent such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisescosts are reasonable.

Alterations. Tenant Notwithstanding anything to the contrary contained in the Master Lease, Subtenant shall not at any time during the Term of this Lease construct or install a vivarium or otherwise make any openings alterations, renovations, improvements or other installations, whether structural or nonstructural (collectively, "Subtenant Alterations") in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordSublandlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant , and Master Landlord pursuant to the Master Lease. In the event that Subtenant desires to construct or install a vivarium or biobubble, such proposed vivarium or biobubble shall furnish be designed, constructed, and operated in full compliance with all Federal, State and local government laws, regulations and statutes, including without limitation, compliance with the Public National Institutes of Health Guide for Care and Use of Laboratory Animals. If Master Landlord consents or does not require its consent to Landlord an estimate the construction of a vivarium or biobubble, Subtenant will not need Sublandlord's consent to such vivarium or biobubble. All Subtenant Alterations shall be subject to the terms and conditions of the Master Lease, including without limitation, the obligation, at Subtenant's sole cost and expense, to remove such Subtenant Alterations at the end of the proposed workSublease Term and restore the Sublease Premises to the condition existing immediately prior to completion of the Subtenant Alterations, certified if so required by Sublandlord or Master Landlord. All Subtenant Alterations shall be performed by a contractor reasonably approved by Sublandlord and Master Landlord and shall be completed in accordance with Paragraph 5 of the Master Lease. Subtenant shall, at its sole cost and expense, obtain any permits or other approvals from the Master Landlord and from any governmental entities required for any Subtenant Alterations desired by Subtenant and shall comply with all building codes, requirements and other laws related thereto, including without limitation the Americans With Disabilities Act. Subtenant shall indemnify, defend (with counsel reasonably acceptable to Sublandlord), and hold harmless Sublandlord and its agents, contractors, directors, shareholders and representatives from and against any and all losses, costs, claims, liabilities and damages (including reasonable attorneys' and experts' fees and expenses) arising from or relating in any manner to the installation, use, operation, repair, maintenance, restoration, replacement and removal of the Subtenant Alterations and all substances and materials used in connection therewith, except to the extent caused by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld gross negligence or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion willful misconduct of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesSublandlord.

Alterations. Tenant “Alterations” shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make mean any alteration, addition addition, or improvement in or on or to the Premises (collectivelyof any kind or nature, “including any improvements made, except for the Tenant Improvements. Tenant shall make no Alterations”) , other WPBDOCS 8493398 5 7/29/14 11 than decorative Alterations, such as painting, wall coverings, floor coverings or other non-structural alterations for which no building permit is required and which do not affect any portion thereof withoutBuilding systems, and in each instancethe aggregate cost less than $25,000, without the prior written consent of Landlord, which consent may be withheld or conditioned in Landlord’s sole discretion. However, Landlord which consent, as will not unreasonably withhold or delay consent to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentinterior Alterations, provided that they do not involve demolition of improvements, affect utility services or Building systems, are not visible from outside the total cost Premises, and do not require other alterations, additions, or improvements to areas outside the Premises. Tenant shall reimburse Landlord, on demand, for the actual out-of-pocket costs for the services of such nonany third party employed by Landlord to review or prepare any Alteration-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises related plan or other document for which Landlord’s consent or approval is required shall be commenced required. If requested by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Tenant, if Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on its agent or off contractor performs or supervises the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion performance of any Alteration by Tenant hereunderAlterations, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay to Landlord an estimate amount equal to 5% of the cost of the proposed work, certified as a supervisory fee Except as expressly set forth in this Lease, Landlord has made no representation or promise as to the condition of the Premises, Landlord shall not perform any alterations, additions, or improvements to make the Premises suitable and ready for occupancy and use by Tenant, and Tenant shall accept possession of the architect who prepared such plans and specifications; (c) all contracts Premises in its then “as-is”, “where-is” condition, without representation or warranty of any kind by Landlord. Except for any proposed work shall to be submitted to and approved performed by Landlord, which approval shall not be unreasonably withheld before any Alterations are undertaken by or delayed; and (d) on behalf of Tenant, Tenant shall either furnish deliver to Landlord a bond in form any governmental permit required for the Alterations and substance satisfactory shall require any contractor performing work on the Premises to obtain and maintain, at no expense to Landlord, workers’ compensation insurance as required by law, builder’s risk insurance in the amount of the replacement cost of the applicable Alterations (or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be amount reasonably required by Landlord naming Landlord as Landlord), commercial general liability insurance, and auto liability insurance (to include all automobiles owned, leased, hired or borrowed), written on an additional insured occurrence basis with minimum limits of $2 million per occurrence limit, $2 million general aggregate limit, $2 million personal and providing liability advertising limit, and $2 million products/completed operations limit; which coverage during all phases of construction includinglimits may be effected with umbrella coverage (including contractual liability, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory workercontractor’s compensation coverage and employer’s protective liability coverage). Prior Contractor’s insurance shall contain an endorsement insuring the Landlord and its managing agent (and, if requested, Landlord’s mortgagee) as additional insureds and shall be primary over any other coverage available to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, All Alterations by Tenant shall provide Landlord also comply with a written certification that Landlord’s rules and requirements for contractors performing work in the Alteration does not have any adverse environmental impact on the premisesProject.

Alterations. A. Save and except for the alterations to be made by Tenant pursuant to Exhibit G hereto, Tenant shall not at any time during the Term of make or allow to be made (except as otherwise provided in this Lease make Agreement) any openings alterations or physical additions (including fixtures) in or to the roof Leased Premises, without first obtaining the written consent of Landlord; provided, however, Landlord's consent to (i) any alterations or exterior walls physical additions (including fixtures) to the Leased Premises which do not affect the HVAC, plumbing, electrical, fire protection or mechanical systems or structural elements of the Leased Premises or the Building or make any alteration(ii) the placement of safes, addition vaults or improvement to other heavy furniture or equipment within the Leased Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentenceforegoing, from and after the Commencement Date, Tenant may make non-structural Alterations (i) install and replace carpeting and other floor coverings as well as wallpaper, paint and other wall treatments within the interior areas of the Leased Premises not accessible to the general public without obtaining Landlord’s prior written consent's consent and (ii) provided Tenant removes the same at the termination of the Lease Agreement and returns the Leased Premises to the condition it was in as of the Commencement Date (ordinary wear and tear, provided the total cost casualty and condemnation excepted) as set forth in Section 11 below, install and replace temporary cubicle dividers having a maximum height of such non-structural Alteration is five (5) feet or less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) within offices in the aggregate per calendar year. No Alteration Leased Premises not accessible to the Premises for which general public, and install and replace tenant's telephonic and telecommunications equipment, all without Landlord’s consent is required 's consent. Landlord acknowledges that Tenant may install and replace certain high volume reproductive copying systems and other heavy equipment on the first floor of the Building and the same shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory Landlord provided they are limited to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out first floor of and during the making of such AlterationsBuilding. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderIn addition, Tenant shall furnish not be permitted to take x-rays or core drill or penetrate the floor of the Leased Premises or any other floor of the Building without first obtaining the Landlord's consent, not to be unreasonably withheld, conditioned or delayed. The reasonable cost of any consultant or engineer hired by Landlord in connection with such work undertaken by Tenant shall be paid for by Tenant as additional rent hereunder. Tenant shall submit requests for consent to make alterations or physical additions together with copies of the plans and specifications for such alterations. Subsequent to obtaining Landlord's consent and prior to commencement of construction of the alterations or physical additions, Tenant shall deliver to Landlord the building permit, a copy of the “executed construction contract covering the alterations and physical additions 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 defined on Exhibit I) as additional insureds. Tenant shall pay to Landlord upon demand a review fee in the amount of Landlord's actual costs incurred to compensate Landlord for the reasonable cost of review and approval of the plans and specifications and for additional reasonable administrative costs incurred in monitoring the construction of the alterations. Tenant shall deliver to Landlord a copy of the "as-built” " plans covering and specifications for all alterations or physical additions so made in or to the Leased Premises, and shall reimburse Landlord for the reasonable cost incurred by Landlord to update its current architectural plans for the Building. B. Tenant shall indemnify, defend (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 not be deemed to be the agent or representative of Landlord in making any such constructionalterations, physical additions or improvements to the 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 thirty (30) days after notice by Landlord. If Tenant shall fail to cancel or discharge said lien or liens, within said thirty (30) day period, which failure shall be deemed to be a Tenant Event of Default hereunder without the necessity of any further notice, 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. D. 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 or release Tenant from its obligations under this Section 10.D. E. 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 interior of the Building 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 (Texas Government Code, Chapter 469) (collectively, the "Accommodation Laws"). Except to the extent provided below. Landlord shall be responsible for making all accommodations and alterations to the areas outside of the Building necessary to comply with the Accommodation Laws. Notwithstanding the foregoing, Landlord may perform, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary any accommodations or alterations that are required by the act Accommodation Laws or neglect that are required by any governmental official acting pursuant to the Accommodation Laws to any area outside of the Building which are triggered by any other person alterations or corporation (public additions to the Leased Premises or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans by the proposed use of the Leased Premises as described in Section 3 and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to reimburse Landlord an estimate of the for such cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesexpense upon demand.

Alterations. Tenant shall be allowed to make reasonable alterations to the Property provided any such alterations are in accordance with all applicable building codes, are approved by Landlord IN WRITING and IN ADVANCE, which approval shall not unreasonably be withheld or delayed. All additions, or improvements affixed to the building by Tenant including carpeting, tile or other floor covering, wall covering, ceiling tile, etc. made with or without Landlord's written consent shall become part of the Property, and the property of Landlord upon installation or shall be removed by Tenant at the expiration or earlier termination of the Lease, at Landlord's election made by Landlord in writing to Tenant within five (5) days of the time any such additions or alterations shall have been approved by Landlord in accordance with this Section 11, or, if such additions or alterations are of a type that do not require Landlord's prior written approval, as provided below, then within five (5) days of written notice to Landlord that Tenant will undertake such additions or alterations, provided that if Landlord shall have failed to make such election, Tenant shall have the right either to remove any such additions or alterations at the end of the Term and, at Tenant's expense, make any restoration or repair required as a consequence of such removal, or to abandon any such additions or improvements, whereupon they shall remain as part of the Property. Trade fixtures and office furniture shall be installed so as to be readily removable without injury to the Property or any injury caused by said removal shall be repaired immediately at Tenant's expense. Said trade fixtures shall be removed from the Property before the end of this Lease or shall be deemed abandoned by Tenant. Tenant shall not at install or maintain any time equipment, partitions, furniture, etc. which the weight or the operation of which would tend to injure or be detrimental to the Property. Notwithstanding the foregoing, Landlord's consent shall not be required with respect to alterations that (a) cost less than $50,000.00 on a per-project basis (which $50,000.00 amount shall be deemed to increase annually during the Term of this Lease make any openings in based upon CPI), (b) do not affect the roof building's systems, structural components, or exterior walls (other than to a de minimus extent), and (c) do not adversely affect the market value or utility of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheldProperty. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining All 10 <PAGE> other alterations require Landlord’s 's prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar yearwhich shall not unreasonably be withheld or delayed. No Alteration to the Premises for which Landlord’s consent is required In any event, all alterations by Tenant shall be commenced by Tenant until Tenant has furnished Landlord performed with a satisfactory certificate or certificates from an insurance company acceptable to Landlorddue diligence, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner consistent with industry standards in the Charleston, South Carolina area for design and construction of first-class office buildings, in compliance with all laws (including any applicable governmental law▇▇▇▇▇▇ Island restrictions), statute, ordinance or regulationand shall be promptly paid for by Tenant. Upon completion of any Alteration All alterations requiring Landlord's approval hereunder shall be made by Tenant hereunder, Tenant shall furnish Landlord with under the supervision of an engineer or architect and by a copy of the “as built” plans covering such construction. Tenant, at its sole cost general contractor and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) pursuant to plans and specifications therefor, prepared by a licensed architect, shall be submitted to and reasonably approved by Landlord. Notwithstanding anything in this Section 11, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) in all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, events Tenant shall provide Landlord with written notice of its intention or desire to make additions or alterations to the Property, such notice to set out in reasonably specific detail the nature and extent of such additions or improvements. In all events, upon request from Landlord, Tenant shall promptly provide to Landlord a written certification that the Alteration does not have copy of Tenant's construction plans, specifications, and budget for any adverse environmental impact on the premisesproposed additions or alterations.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings Except for non-structural, non-exterior, non-building systems alterations costing less than $50,000 in the roof aggregate in any 12-month period, Tenant may make no alterations or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, 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 sole discretion. At the time that Landlord gives consent, as Landlord will state whether Landlord will require Tenant to non-structural or non-systems repairs, remove the alterations at the end of the Lease Term and to restore the Premises to their condition before Tenant made the alterations. Tenant shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make noninstall any “through-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such nonthe-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) wall” or “through-the-window” heaters or air-conditioners in the aggregate per calendar yearPremises. No Alteration Tenant shall make any approved alterations in accordance with all applicable laws and regulations, with all required building permits, and with arrangements acceptable to Landlord to eliminate risk of mechanic’s or 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 which Landlord’s consent is required by Tenant. All alterations shall be commenced made by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenat Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on including any alterations required to the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees Building that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably are required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior alteration Tenant makes to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction of partitions or other obstruction which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wall covering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in the roof any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. (a) Tenant shall not make no alterations or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors approved in writing by Landlord. All such work shall be done at such times and in such manner as Landlord may designate. All such work shall be performed in full compliance with any and all laws, rules, orders, ordinances, directions, regulations and requirements now or hereafter in effect from time to time of all governmental and public agencies, authorities and bodies having jurisdiction thereover, and in full compliance with the rules and requirements of any board of fire underwriters and any similar body. Before commencing any work, Tenant shall give Landlord at least five (5) days written notice of the proposed commencement of such work and shall secure at Tenant's own cost and expense, a labor and materials payment bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to Tenant, will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations or improvements upon the Premises, made by either party, including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the Term hereof, except that Landlord may, by written notice to Tenant, given at least thirty (30) days prior to the end of the Term, require Tenant to forthwith remove all partitions, counters, railings and the like installed by tenant, and Tenant shall repair or, at Landlord's option, shall pay to the Landlord all costs arising from such removal. (b) All articles of personal property and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from said Premises upon termination of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required same shall be commenced deemed abandoned by Tenant until Tenant has furnished and Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out may dispose of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging them in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesfashion it deems reasonable.

Alterations. Tenant Landlord shall not at any time during make the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement initial improvements to the Premises (collectively, the “AlterationsLandlord’s Work”) in accordance with the terms and conditions contained in the work letter, plans and construction estimate set forth in Exhibit D (the “Work Letter”). The patties agree that Landlord is responsible to pay One Hundred Seventy Five Thousand & 00/100 ($175,000.00) Dollars toward the cost of Landlord’s Work, and that Tenant shall pay the cost of Landlord’s Work in excess of this sum to the contractor prior to Landlord’s payment of the above sum. Other than for the Landlord’s Work, Landlord shall have no obligation whatsoever to alter, remodel, improve, repair, decorate or paint the Premises or any portion part thereof withoutexcept as otherwise expressly provided herein or agreed upon in writing by Landlord, in each instanceand the patties hereto affirm that Landlord has made no representations to Tenant respecting the condition of the Premises, the prior written consent of Landlord’s Premises or the Property except as specifically herein set forth in writing and Tenant shall accept the Premises in their “AS-IS, WHERE IS” condition. Landlord which consentshall “Substantially Complete” the Landlord’s Work, as evidenced by delivery to non-structural or non-systems repairsTenant of a certificate executed by the Landlord certifying that the Landlord’s Work has been constructed in substantial accordance with Exhibit D and all Legal Requirements, shall not be unreasonably withheldby no later than the Scheduled Completion Date (as hereinafter defined). Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining in the event that Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary Work would have been Substantially Completed by the Scheduled Completion Date but for any act or neglect omission of Tenant or any other person or corporation (public or private)of its employees, except for Landlord, its agents, employees agents or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor, Tenant’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior changes to the commencement Work Letter or Tenant’s failure to complete any preparatory work which Tenant is responsible to perform (each, a “Tenant Delay”), the Commencement Date shall not be delayed by the term of any construction activity, certificates the Tenant Delay. By taking possession of such insurance coverages shall be provided to Landlord. Before commencing any Alterationthe Premises, Tenant shall provide be deemed to have accepted the Premises as being in good and satisfactory order, condition and repair for its intended use under this Lease except for that portion of the Premises that is within the area of the Landlord’s Work. “Substantial Completion” shall mean the stage when Landlord’s Work is reasonably complete to permit Tenant to install substantially all of its FF&E throughout the Premises, even though “punch list” items, or other items of construction which do not unreasonably interfere with Tenant’s ability to install its FF&E, are not yet completed. The “Scheduled Completion Date” shall be the date the contractor selected by the Landlord to perform the Landlord’s Work assures both Parties with a written certification reasonable certainty that he will complete the Alteration does not have any adverse environmental impact on Landlord’s Work after accounting for all reasonably foreseeable factors affecting the premisesconstruction.

Alterations. 9.1. Tenant shall not at any time during the Term of this Lease make any openings alterations, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutpart thereof, in each instanceor attach any fixtures or equipment thereto, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent. All alterations, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence additions and less than Fifty Thousand Dollars ($50,000.00) improvements, if any, made by Tenant in the aggregate per calendar year. No Alteration or to the Premises shall be made at Tenant’s sole cost and expense, shall be consistent with the general office use of the Premises, shall not adversely affect the utility of the Premises for which future tenants, shall not affect in any way the structural, exterior or roof elements of the Building or the elevator, mechanical, electrical, plumbing or life safety systems of the Building or cause or result in Landlord being required by law to make additional alterations, additions or improvements to the Building or any portion thereof, and shall otherwise be done in compliance with all of the following: (a) No such work shall proceed without Landlord’s consent is prior written approval of (i) Tenant’s contractor(s); (ii) certificates of insurance from a company or companies approved by Landlord, furnished to Landlord by ▇▇▇▇▇▇’s contractor for combined single limit bodily injury and property damage insurance covering commercial general liability and automobile liability, in an amount not less than two million dollars ($2,000,000) per occurrence, endorsed to provide coverage for completed operations, product liability and broad form property damage liability, and endorsed to show Landlord as an additional insured, and for workers’ compensation as required by law, endorsed to show a waiver of subrogation by the insurer to any claims ▇▇▇▇▇▇’s contractor may have against Landlord; (iii) certificates of insurance from a company or companies approved by Landlord, furnished to Landlord by Tenant for “Builder’s All-Risk” insurance in an amount approved by Landlord covering the construction of the improvements; (iv) adequate financial assurances in form and substance reasonably requested by Landlord securing the lien free completion of the intended work, and (v) detailed plans and specifications for such work, prepared by a licensed architect and engineer approved in writing by Landlord. (b) All such work shall be commenced done strictly in accordance with the plans approved by Tenant until Tenant has furnished Landlord and otherwise in conformity with a valid building permit and/or all other permits or licenses when and where required, copies of which shall be furnished to Landlord before the work is commenced, and with any work not acceptable to any governmental authority or agency having or exercising jurisdiction over such work, or not reasonably satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenbeing promptly replaced and corrected at Tenant’s compensation coverageexpense. Landlord’s approval or consent to any such work shall not impose any liability upon the Landlord. (c) Tenant shall pay Landlord prior to commencement of the work an administration fee equal to five percent (5%) of the cost of the work to compensate Landlord for the administrative costs incurred and the Building services provided by Landlord in the supervision and coordination of the work. OP&F-Lionbridge/Office Lease 11 (d) ▇▇▇▇▇▇ shall immediately reimburse Landlord for any expense incurred by Landlord by reason of any faulty work done by ▇▇▇▇▇▇ or ▇▇▇▇▇▇’s contractors, or by reason of delays caused by such work, or by reason of inadequate cleanup. (e) Tenant shall be responsible for any alterations, additions or improvements required by law to be made by Landlord to or in the Premises or the Building as a result of Tenant’s proposed alterations, additions or improvements. (f) Tenant or its contractors will in no event be allowed to make plumbing, mechanical or electrical improvements to the Premises which adversely affect the Building or any structural modification to the Building without first obtaining Landlord’s consent, which Landlord can in its sole and insurance coverage in amounts satisfactory to absolute discretion. (g) All work by Tenant shall be scheduled through Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good diligently and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. continuously pursued from the date of its commencement through its completion. (h) Upon completion of any Alteration alterations, additions or improvements in or to the Premises by Tenant hereunderTenant, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantshall, at its sole cost and expense, promptly provide Landlord with updated “record” drawings of all such alterations and improvements. 9.2. Tenant shall give written notice to Landlord of the date on which construction of any work will make be commenced at least ten (10) days prior to such date. Tenant shall keep the Premises and the Building free from mechanics’, materialmen’s and all Alterations other liens arising out of any work performed, labor supplied, materials furnished or other obligations incurred by Tenant. Landlord shall have the right to post and keep posted on the Premises which any notices that may be necessary provided by law or which Landlord may deem to be proper for the act or neglect protection of Landlord, the Premises and the Building from such liens. Tenant shall promptly and fully pay and discharge all claims on which any such lien could be based, and in case of any such lien attaching or notice of any lien, Tenant covenants and agrees to cause it to be immediately released and removed of record. Notwithstanding anything to the contrary set forth in this Lease, in the event that such lien is not released and removed by bond or otherwise within five (5) days after written notice of such lien is delivered by Landlord to Tenant, Landlord may, without waiving its rights and remedies based upon such breach by ▇▇▇▇▇▇ and without releasing Tenant from any of its obligations, immediately take all action necessary to release and remove such lien, without any duty to investigate the validity thereof, and all sums, costs and expenses, including reasonable attorneys’ fees and costs, incurred by Landlord in connection with such lien shall be deemed additional rent under this Lease and shall immediately be due and payable by Tenant. 9.3. All alterations, additions, fixtures and improvements, including carpeting, whether temporary or permanent in character, made in or to the Premises by Landlord or Tenant (other person or corporation (public or private), except than and excluding trade fixtures paid for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architectTenant, shall be submitted become part of the Building and Landlord’s property immediately upon installation or completion of construction. Upon termination of this Lease, Landlord shall have the right, at Landlord’s option, by giving written notice to Tenant at any time before or within thirty (30) days after such termination, to retain all such alterations, additions, fixtures (including trade fixtures) and approved improvements in the Premises, without compensation to Tenant, or to require Tenant to remove all such alterations, additions, fixtures and improvements from the Premises, repair all damage caused by any such removal, OP&F-Lionbridge/Office Lease 12 and restore the Premises (including restoration of all openings or holes, stairs and vertical penetrations in the Premises) to the condition in which the Premises existed before such alterations, additions, fixtures and improvements were made. If Tenant fails to remove such property and improvements following demand by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay to Landlord an estimate of Landlord, upon billing by Landlord, the cost of such removal, repair and restoration (including a reasonable charge for Landlord’s overhead and profit). All movable furniture, equipment, trade fixtures paid for by Tenant, computers, office machines and other personal property shall remain the proposed workproperty of Tenant. Upon termination of this Lease, certified Tenant shall, at Tenant’s expense, remove all such movable furniture, equipment, trade fixtures, computers, office machines, telephones and other personal property (including without limitation all cables, wiring and conduits connecting same) from the Building and repair all damage caused by the architect who prepared any such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval removal. Termination of this Lease shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for affect the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit obligations of Tenant for which Landlord’s consent shall pursuant to this Section 9.3 to be required shall obtain commercial general liability, worker’s compensation and performed after such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisestermination.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings addition to the Premises, alterations to the structural components of the Premises, alterations which affect the mechanical, electrical, plumbing, life safety or other systems in the roof Premises or exterior walls alterations which cost in excess of $150,000.00 either individually or in the Building aggregate over a twelve (12) month period of time ("MAJOR ALTERATIONS") without the advance written consent of Landlord, which consent may be granted or denied at Landlords sole discretion. Tenant may make any alteration, addition or improvement alterations to the Premises which are not Major Alterations (collectively, “Alterations”"MINOR ALTERATIONS") or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, Landlord. (Major Alterations and Minor Alterations are hereinafter collectively referred to as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural "ALTERATIONS".) No Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s 's consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterationsrequired under Section 9.2 hereof. Any Alteration Alterations by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationLegal Requirements. Upon completion of any Alteration Major Alterations by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “"as built” " plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations Major Alterations: (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which Landlord (such approval shall not be unreasonably withheld or delayed); (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.;

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationwill not, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s 's prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) make alterations, additions or improvements in the aggregate per calendar year. No Alteration to or about the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate and will not do anything to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by will increase the act rate of fire insurance on the Building. Landlord's consent to such alterations, additions or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval improvements shall not be unreasonably withheld or delayed; , but may be conditioned, for example, upon Tenant's removal of the proposed alteration, addition or improvement upon the termination or expiration of this Lease, at Tenant's sole cost and expense and Tenant's obligation to repair any damage to the Building or the Premises caused by said removal. It is expressly understood and agreed that, other than the Tenant Buildout, Landlord is not requiring Tenant to make such improvements to the Premises, and Landlord and Tenant agree that no improvements by Tenant shall be deemed "Improvements," within the meaning of the Florida Construction Lien Law. All contractors, subcontractors, mechanics, laborers, materialmen, and others who perform any work, labor or services, or furnish any materials, or otherwise participate in the improvement of the Premises shall be and are hereby given notice that Tenant is not authorized to subject Landlord's interest in the Building or the Property to any claim for construction, mechanics', laborers' and materialmen's liens, and all persons dealing directly or indirectly with Tenant may not look to the Premises as security for payment. Landlord has recorded a notice of the foregoing in the Public Records of Palm Beach County, Florida, pursuant to the provisions of Section 713.10, Florida Statutes. Tenant shall save Landlord harmless from and against all expenses, liens, claims or damages to either property or person which may or might arise by reason of the making of any such additions, improvements, alterations and/or installations by Tenant. Tenant shall with regard to all improvements and alterations made to or about the Premises, excluding the Tenant Buildout, comply with the building codes, regulations and laws now or hereafter to be made or enforced in the municipality, county and/or state which have jurisdiction over such work. All alterations, additions or improvements of a permanent nature made or installed by Tenant to the Premises shall become the property of Landlord at the expiration of this Lease. Prior to making any alterations, including the Tenant Buildout, Tenant (bi) shall submit to Landlord detailed plans and specifications (including layout, architectural, mechanical and structural drawings) for each proposed alteration drawn in compliance with all applicable codes, ordinances and laws and shall not commence any such alteration without first obtaining Landlord's written approval of such plans and specifications, it being understood that Landlord's approval of such plans and specifications shall not be deemed a warranty or representation by Landlord that the plans and specifications for such Tenant Buildout and alterations comply with applicable codes, ordinances and laws, (ii) shall, at its expense, obtain all permits, approvals and certificates required by any government or quasi-governmental bodies and, for all such alterations other than the Tenant Buildout which shall be supervised by Landlord, ensure that all work is performed in strict accordance with the plans and specifications approved by Landlord, and (iii) shall furnish to Landlord an estimate evidence of the cost of the proposed workinsurance for worker's compensation (covering all persons to be employed by Tenant, certified by the architect who prepared and Tenant's contractors and subcontractors in connection with such plans alteration) and specifications; comprehensive public liability (cincluding property damage coverage) all contracts insurance in such form, with such companies, for any proposed work shall be submitted to such periods and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as Landlord may be reasonably require, naming Landlord and its agents as additional insureds. Upon completion of any such alteration other than Tenant Buildout, Tenant, at Tenant's expense, and with respect to Tenant Buildout, Landlord, at Tenant's expense, shall obtain certificates of final approval of such alteration required by any governmental or quasi-governmental bodies, if applicable, and shall furnish Landlord naming Landlord or Tenant, as an additional insured the case may be, with copies thereof. All alterations shall be constructed in a good, workmanlike manner and providing liability coverage during strictly conform to the plans and specifications approved by Landlord; shall be of a quality that equals or exceeds the then current standard for the Building; all phases materials and equipment to be incorporated in the Premises as a result of construction including, without limitation: (a) contractor’s all alterations shall be new and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurancefirst quality; and (d) statutory worker’s compensation coverage and employer’s liability coverageno such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement except as provided in Paragraph 11F hereof. Prior Landlord, at its option, may require Tenant to remove any additions installed by Tenant and/or repair any alterations made by Tenant to the commencement Premises, at Tenant's sole cost and expense, if such physical additions and/or alteration (i) were not pre-approved by Landlord in accordance with the provisions of any construction activitythis Subparagraph B; or (ii) the contractor performing such work was not approved of by Landlord in accordance with the provisions of Subparagraph 7D below; or (iii) with respect to alterations other than the Tenant Buildout, certificates the quality of workmanship and/or quality of materials utilized in connection with such insurance coverages shall be provided work do not comply with the standards set forth in this Subparagraph B; or (iv) with respect to such alterations other than the Tenant Buildout such work was not performed substantially in accordance with the plans and specifications approved by Landlord. Before commencing If Landlord elects to require that Tenant remove any Alterationsuch additions or repair any such alterations in accordance with the prior paragraph, Tenant shall provide do so within thirty (30) days of the date Landlord gives Tenant Notice of Landlord's election. If Tenant fails to correct such matters within said thirty (30) day period, Landlord, may, but shall not be obligated to, remove such additions and/or repair such alterations and Tenant shall reimburse Landlord for all costs therefor, plus fifteen percent (15%) to reimburse Landlord for its overhead and construction management services associated therewith. Tenant shall not, at any time prior to or during the Term, directly or indirectly employ, or permit the employment of, any contractor, mechanic or laborer in the Premises, whether in connection with any alteration or otherwise, if such employment will unreasonably interfere or cause any material conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the Building by Landlord, Tenant or others. In the event of any such unreasonable interference or material conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. All alterations to which Landlord has consented shall be at Tenant's sole cost and expense, unless such alterations are Tenant Buildout for which a written certification that the Alteration does not have any adverse environmental impact on the premisesBuildout Allowance (defined below) shall be paid.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises, without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or Project or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building or Project for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wall-covering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects for any length of time that the roof same shall be in Landlord's possession. Landlord may, at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. Tenant Borrower shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the obtain Lender’s prior written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed, to any alterations to the Improvements that may have a material adverse effect on Borrower’s or Mortgage Borrower’s financial condition, the use, operation or value of any Individual Property, the Collateral, the Mezzanine A Collateral, any Mortgage Principal’s general partner interest in the related Mortgage Borrower Entity, any Mezzanine A Principal’s general partner interest in the related Mezzanine A Borrower Entity or the net operating income of any Individual Property or the Collateral (an “Alteration”), other than (a) tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof, or of any Lease executed subsequent to the date hereof if Lender shall have approved (or shall be deemed to have approved) such Lease pursuant to Section 5.1.17 hereof, (b) tenant improvement work performed pursuant to the terms and conditions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or (except in the case of customary tenant signage) the exterior of any building constituting a part of any Improvements, (c) alterations performed in connection with the restoration of an Individual Property after the occurrence of a casualty in accordance with the terms and conditions of this Agreement and the Mortgage Loan Documents or (d) the capital improvements identified in Schedule 5.1.20 annexed hereto. Any approval by Lender of the plans, specifications or working drawings for Alterations of any Individual Property shall not create responsibility or liability on behalf of Lender for their completeness, design, sufficiency or their compliance with Applicable Laws. Lender may condition any such approval upon receipt of a certificate of compliance with Applicable Laws from an independent architect, engineer, or other person reasonably acceptable to Lender. If the total unpaid amounts due and payable with respect to an Alteration to the Improvements of any Individual Property (other than such amounts to be paid or reimbursed by tenants under the Leases or Alterations not requiring approval under clauses (a) through (d) above) shall at any time exceed an amount equal to the lesser of (x) five percent (5%) of the Allocated Loan Amount for such Individual Property and (y) $2,500,000 (the “Threshold Amount”; and any such Alteration a “Material Alteration”), Borrower shall promptly deliver or cause to be delivered to Lender, (i) as security for the payment of such amounts and as additional security for Borrower’s obligations under the Loan Documents, any of the following: (1) cash, (2) U.S. Obligations, (3) other securities having a rating reasonably acceptable to Lender or, if a Securitization has occurred, the applicable Rating Agencies have confirmed in writing that such securities delivered will not, in and of themselves, result in a downgrade, withdrawal or qualification of the initial, or if higher, the then current ratings assigned in connection with such Securitization, (4) a completion bond and performance bond or (5) a Letter of Credit (the security described in clauses (1) through (5) above being sometimes referred to hereinafter, collectively, as the “Material Alteration Security”), and (ii) if a Securitization has occurred, written confirmation from the applicable Rating Agencies that any such Material Alteration shall not result in the downgrade, withdrawal or qualification of the initial, or, if higher, the current ratings assigned to the Securities in connection with a Securitization. The Material Alteration Security shall be in an amount equal to the excess of (x) the total unpaid amounts with respect to Material Alterations to the Improvements (other than such amounts to be paid or reimbursed by Tenants under Leases or to be paid from Reserve Funds or Alterations not requiring approval under clauses (a) through (d) above) over (y) the Threshold Amount. Upon Borrower’s request therefor, Lender shall disburse any Material Alteration Security that is cash to Borrower to pay for Material Alterations or permit Borrower to partially reduce any non-cash Material Alteration Security for work completed and paid for with respect to Material Alterations from time to time, subject to the same conditions to the release and disbursement of Required Repair Funds. Provided that no Event of Default then exists, upon completion of the Material Alteration, as determined by Lender in its reasonable discretion, Lender shall cancel the Material Alteration Security or disburse or return to Borrower the Material Alteration Security, as applicable. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentBorrower shall be relieved of its obligation to deposit the security for certain alterations described above if either (A) Mortgage Borrower is required to and does deliver such security to Mortgage Lender in accordance with the Mortgage Loan Documents or (B) Mezzanine A Borrower is required to and does deliver such security to Mezzanine A Lender in accordance with the Mezzanine A Loan Documents, provided and in any such case Lender has received evidence reasonably acceptable to Lender of the total cost delivery of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessecurity.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction of partitions or other obstruction which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental, agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten (10) days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfaction to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building for work claimed to have been done for, or materials claimed to have been furnished to Tenant will be discharged by Tenant, by bond or otherwise, within ten (10) days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in the roof any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. Except for any nonstructural interior alterations, additions, or improvements (including, without limitation, changing color schemes, installing new countertops, flooring, wall covering, lighting, fixtures, and modifying the layout of Tenant fixtures), Tenant shall not at make or suffer to be made, any time during the Term of this Lease make any openings in the roof other alterations, expansions, additions or exterior walls of the Building or make any alteration, addition or improvement to the Premises improvements (collectively, “Alterations”) in, on or to the Premises or any portion part thereof without, in each instance, without the prior written consent of Landlord. Landlord agrees not to unreasonably withhold, condition or delay its consent for any Alterations. Any Alterations, except movable furniture and trade fixtures, shall at once become a part of the Premises and belong to Landlord unless otherwise agreed to by Landlord. Landlord shall advise Tenant in writing at the time Landlord granted consent or received notice of such Alterations if Tenant shall be required to remove such Alterations at the expiration or earlier termination of this Lease. If Landlord fails to notify Tenant at the time Landlord granted consent or received notice of such Alterations, then Landlord shall be deemed to have waived its right to require Tenant to remove such Alterations at the expiration or earlier termination of this Lease. Notwithstanding anything contained herein to the contrary, Tenant may make cuts or other penetrations in the roof of the Building, without Landlord’s prior consent so long as Tenant closes up any such cuts or penetrations to water tight condition at the expiration or earlier termination of this Lease. 7.1 Landlord’s consent to any Alterations shall be contingent upon Tenant agreeing to the following minimum conditions: (i) Tenant shall pay or cause to be paid the entire cost of the Alterations, (ii) the contractor, subcontractors and suppliers shall be subject to Landlord’s approval, which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentconditioned d or delayed, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars and ($20,000.00iii) per occurrence all plans and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration specifications shall be subject to the Premises approval of Landlord. 7.2 Landlord shall give its approval or disapproval (giving reasonably detailed reasons in writing in case of disapproval) of the plans and specifications or other submissions for which any Alterations requiring Landlord’s consent is required shall be commenced hereunder within fifteen (15) days after their delivery to Landlord with Tenant’s express written request for Landlord’s approval thereof (and, as to any subsequent revised plans and specifications or other submissions submitted by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory within five (5) business days after their delivery to Landlord and protecting with Tenant’s express request for Landlord’s approval thereof). In the event Landlord against public liability and property damage fails to any person give its approval or property, on or off the Premises, arising out disapproval (giving reasonably detailed reasons in writing in case of and during the making disapproval) of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications thereforor other submissions within said 15-day (or 5-business day, prepared by a licensed architectas applicable) period, then, to the extent Tenant’s request for approval or any subsequent requests for approval expressly stated thereon, in BOLD CAPITALIZED LETTERS, that failure to respond within such 15-day (or 5-business day, as applicable) period shall be deemed Landlord’s approval of such plans and specifications or other submissions, the plans and specifications or other submissions for such Alterations so submitted to and shall be deemed approved by Landlord. 7.3 Tenant agrees to take all necessary steps to prevent the imposition of liens against the Premises as a result of the Alterations, which approval shall not be unreasonably withheld and agrees to hold Landlord harmless from all liens, claims damages, costs and expenses (including reasonable attorneys’ fees) resulting from said Alterations other than those resulting from acts of Landlord or delayed; (b) its contractors, employees, representatives or agents. Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans obtain and specifications; (c) pay for all contracts for any proposed work necessary permits and shall be submitted to comply with all applicable governmental requirements and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) insurance rating bureau recommendations. Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordalso obtain, at Tenant’s sole cost, or such other security reasonably satisfactory require its contractors to Landlord to insure payment for the completion of obtain all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability reasonable insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured during construction of the Alterations, including but not limited to builder’s risk, liability and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability workers compensation coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. a. Tenant shall not make no alterations or changes, structural or otherwise, to any part of the Premises, either exterior or interior, other than those which are cosmetic in nature, without Landlord's written consent. In the event of any such approved changes, Tenant shall have all work done at any time during its own expense. Request for such consent shall be accompanied by plans stating in detail precisely what is to be done. Tenant shall comply with the Term building codes, regulations and laws now in force or hereafter enacted in Fairfax County and the Commonwealth of Virginia which pertain to such work. Any additions, improvements, alterations and/or installations made by Tenant (except only office furniture and business equipment) shall become and remain a part of the Building and be and remain Landlord's property upon the termination of Tenant's occupancy of the Premises; provided, however, that if Landlord gives written notice to Tenant at the expiration or other termination of this Lease make any openings in to such effect then, except for ordinary wear and tear, it may require Tenant to restore said Premises to the roof same condition which existed on the date Tenant occupied the Premises for the conduct of business at Tenant's sole cost and expense. Tenant shall save Landlord harmless from and against all expenses, liens, claims or exterior walls damages to either property or person which may or might arise by reason of the Building or make making of any alterationsuch additions, addition or improvement to the Premises (collectivelyimprovements, “Alterations”) or alterations and/or installations. If any portion thereof without, in each instance, alteration is made without the prior written consent of Landlord, Landlord which consentmay correct or remove the same, as and Tenant shall be liable for any and all expenses incurred by Landlord in the performance of this work. It is further understood and agreed by Landlord and Tenant that any alterations shall be conducted on behalf of Tenant and not on behalf of Landlord. It is further understood and agreed that in the event Landlord shall give its written consent to non-structural or non-systems repairsTenant's making any alterations, such written consent shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining deemed to be an agreement or consent by Landlord to subject Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) 's interest in the aggregate per calendar yearPremises or the Building to any mechanic's liens which may be filed in respect of any alterations made by or on behalf of Tenant. No Alteration If any mechanic's or materialman's lien (or a petition to the Premises for which Landlord’s consent establish such lien) is required filed in connection with any Alteration, then such lien (or petition) shall be commenced discharged by Tenant until at Tenant's expense within ten (10) days after Tenant has furnished Landlord with notice thereof by the payment thereof or the filing of a satisfactory certificate or certificates from an insurance company bond acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, If Tenant shall furnish fail to discharge any such mechanic's or materialman's lien, Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its sole option, discharge such lien and treat the cost and expense, will make all Alterations on thereof (including attorneys' fees incurred in connection therewith) as additional rent payable with the Premises which may be necessary next monthly installment of Base Rent falling due; it being expressly agreed that such discharge by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval Landlord shall not be unreasonably withheld deemed to waive or delayed; (b) Tenant shall furnish to Landlord an estimate of release the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit default of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityin not discharging such lien. Landlord reserves the right to change, worker’s compensation and such increase or reduce, from time to time, the number, composition, dimensions or location of any parking areas, signs, the Building name, service areas, walkways, roadways or other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior common areas or make alterations or additions to the commencement of any construction activityBuilding, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesin its sole discretion.

Alterations. Tenant shall not be permitted to make in accordance with all Laws, at any time during the Term its sole cost and expense and after receipt of this Lease make any openings in the roof or exterior walls of the Building or make any alterationall necessary permits and approvals, addition or improvement non-structural alterations and additions to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, ; provided the total cost of same does not exceed $25,000 cumulatively during each calendar year (the “Permitted Improvements”). Tenant however, shall first notify Landlord of such nonalterations or additions so that Landlord may post a Notice of Non-structural Alteration is less than Twenty Thousand Dollars Responsibility on the Premises. Within fifteen ($20,000.0015) per occurrence business days of Landlord’s receipt of Tenant’s written notice will any item comprising the Permitted Improvements, Landlord shall notify Tenant in writing, whether or not Landlord will require Tenant to remove such item from the Premises upon the expiration or earlier termination of this Lease. Except for the Permitted Improvements, Tenant shall not install any signs, fixtures, improvements, nor make or permit any other alterations or additions (individually, an “Alteration”, and less than Fifty Thousand Dollars ($50,000.00collectively, the “Alterations”) in the aggregate per calendar year. No Alteration to the Premises for without the prior written consent of Landlord, which consent shall not be unreasonably withheld so long as any such Alteration does not affect the Building systems or the structural integrity or structural components of the Premises or the Building. If any such Alteration is expressly permitted by Landlord’s consent is required , Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable deliver at least ten (10) days prior notice to Landlord, evidencing workmenfrom the date Tenant intends to commence construction, sufficient to enable Landlord to post a Notice of Non-Responsibility. In all events, Tenant shall obtain all permits or other governmental approvals prior to commencing any of such work and deliver a copy of same to Landlord. All Alterations shall be at Tenant’s compensation coveragesole cost and expense in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and insurance coverage shall be installed by a licensed, insured (and bonded, at Landlord’s option) contractor (reasonably approved by Landlord) in amounts satisfactory to Landlord compliance with all applicable Laws (including, but not limited to, the ADA), Development Documents, Recorded Matters, and protecting Landlord against public liability Rules and property damage Regulations. In addition, all work with respect to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall Alterations must be done in a good and workmanlike manner in manner. Landlord’s approval of any plans, specifications or working drawings for Tenant’s Alterations shall not create nor impose any responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any applicable laws, ordinances, rules and regulations of governmental law, statute, ordinance agencies or regulationauthorities. Upon completion In performing the work of any Alteration by such Alterations, Tenant shall have the work performed in such a manner as not to obstruct access to the Project, or the Common Areas for any other tenant of the Project, and as not to obstruct the business of Landlord or other tenants in the Project, or interfere with the labor force working in the Project. As Additional Rent hereunder, Tenant shall furnish reimburse Landlord, within thirty (30) days after receipt of written demand, for actual legal, engineering, architectural, planning and other reasonable expenses incurred by Landlord in connection with Tenant’s Alterations, plus Tenant shall pay to Landlord a copy fee equal to five percent (5%) of the total cost of the Alterations (provided, with respect to the Tenant Improvements described in Exhibit E to this Lease, Tenant shall not be obligated to pay the fee described in this Section 10.1 but shall be obligated to pay the CM Fee (as defined in Exhibit B)). If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance, in an amount approved by Landlord and such other insurance as built” plans covering Landlord may require, it being understood and agreed that all of such constructionAlterations shall be insured by Tenant in accordance with Section 12 of this Lease immediately upon completion thereof. Tenant, at its sole cost and expense, will make all Alterations on Tenant shall keep the Premises and the property on which may be necessary by the act or neglect Premises are situated free from any liens arising out of any other person work performed, materials furnished or corporation (public obligations incurred by or private)on behalf of Tenant. Tenant shall, except for Landlordprior to construction of any and all Alterations, cause its agents, employees or contractors. Before commencing any Alterations (acontractor(s) plans and specifications therefor, prepared by a licensed architect, shall be submitted and/or major subcontractor(s) to and approved provide insurance as reasonably required by Landlord, which approval shall not be unreasonably withheld or delayed; (b) and Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared provide such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory assurances to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, including without limitation: (a) contractor, waivers of lien, surety company performance bonds as Landlord shall require to assure payment of the costs thereof to protect Landlord and the Project from and against any loss from any mechanic’s, materialmen’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesor other liens.

Alterations. Tenant shall will not at any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations premises without obtaining Landlord’s prior written consent; however, provided the total cost of such non-structural Alteration is Landlord’s prior written consent will not be necessary for any alteration, addition, or improvement which: a. costs less than Twenty Five Thousand Dollars ($20,000.0025,000) per occurrence Dollars, including labor and less than Fifty Thousand Dollars ($50,000.00) in materials; b. does not change the aggregate per calendar year. No Alteration general character of the premises, or reduce the fair market value of the premises below its fair market value prior to the Premises for which Landlord’s consent alteration, addition, or improvement; c. is required shall be commenced by Tenant until Tenant has furnished Landlord made with a satisfactory certificate or certificates from an insurance company acceptable to Landlorddue diligence, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner manner, and in compliance with any applicable governmental lawthe laws, statuteordinances, ordinance or regulation. Upon completion orders, rules, regulations, certificates of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordoccupancy, or such other security governmental requirements described in paragraph 9; d. is promptly and fully paid for by Tenant; and e. is made under the supervision of an architect or engineer reasonably satisfactory to Landlord and in accordance with plans and specifications and cost estimates approved by Landlord. The ▇▇▇▇▇ Bank Lease 10 Landlord may designate a supervising architect to insure payment for assure compliance with the completion provisions of this paragraph, and if it does, Tenant will pay the supervising architect’s charges. Subject to Tenant’s rights in paragraph 14, all work free alterations, additions, fixtures, and clear of liens. Tenant further agrees that all contractors engaging improvements, whether temporary or permanent in any construction activity character, made in or upon the premises by and for the benefit of Tenant for which Tenant, will immediately become Landlord’s consent shall be required shall obtain commercial general liability, worker’s property and at the end of the term of this lease will remain on the premises without compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: to Tenant. By notice given to Tenant no less than ninety (a90) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior days prior to the commencement end of this lease, Landlord may require that any construction activityalterations, certificates of such insurance coverages shall additions, fixtures, and improvements made in or upon the premises be provided to Landlordremoved by Tenant. Before commencing any AlterationIn that event, Tenant shall provide Landlord with a written certification that will remove the Alteration does not have any adverse environmental impact on alterations, additions, fixtures, and improvements at Tenant’s sole cost and will restore the premisespremises to the condition in which they were before the alterations, additions, and improvements were made, reasonable wear and tear excepted.

Alterations. (a) Tenant shall may not at any time during the Term of this Lease make any openings in the roof improvements or exterior walls of the Building or make any alteration, addition or improvement other alterations to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without first procuring the prior written consent of Landlord to such Alterations, which consentconsent shall be requested by Tenant not less than thirty (30) days prior to the commencement thereof, as to non-structural or non-systems repairs, and which consent shall not be unreasonably withheldwithheld or delayed by Landlord. Landlord may condition its consent for Alterations requiring ▇▇▇▇▇▇▇▇’s consent hereunder upon, among other things, its receipt and review of complete plans and specifications for such Alterations. At the time Landlord consents to any Alteration, Landlord shall advise Tenant if such Alterations will be required to removed upon the expiration or earlier termination of the Lease. All Alterations that ▇▇▇▇▇▇ has made without the consent of Landlord, shall, at the election of Landlord, either be removed by ▇▇▇▇▇▇ at Tenant’s sole expense before the expiration or earlier termination of the Term or remain upon the Premises and be surrendered therewith without disturbance or injury at the Expiration Date or earlier termination of this Lease as the property of Landlord. If Landlord requires the removal of all or part of any Alterations, Tenant, at its expense, shall repair any damage caused by such removal. If Tenant fails to remove any Alterations required to be removed in accordance with this Section 7.3 upon Landlord’s request, then Landlord may (but shall not be obligated to), at Tenant’s cost and without compensation to Tenant, remove them. Landlord’s approval of an Alteration shall not be deemed to be a representation by Landlord that the Alteration complies with Law or will not adversely affect any Building system. If any Alteration requires any change to the base Building, any Building system, or any Common Areas, then such changes shall be made at Tenant’s sole cost and expense and performed, at Landlord’s election, either by ▇▇▇▇▇▇’s contractor or a contractor engaged by Landlord. Notwithstanding the preceding sentenceforegoing, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consentconsent shall not be required for any Alteration that satisfies all of the following criteria (a “Cosmetic Alteration”): (a) is of a cosmetic nature such as painting, provided wallpapering, hanging pictures and installing carpeting; (b) is not visible from the total cost exterior of such non-structural Alteration is less than Twenty Thousand Dollars the Premises or Building; ($20,000.00c) per occurrence and will not affect the base Building; (d) does not require work to be performed inside the walls or above the ceiling of the Premises; (e) costs less than Fifty Thousand and 00/100 Dollars ($50,000.00) in the aggregate per calendar yearwithin any rolling twelve (12) month period; (f) does not affect any Building systems (including but not limited to electrical, plumbing and fire/life safety systems serving the Building); and (g) does not require a permit from the building department or any other municipal department or agency of Henrico County, Virginia. No Alteration Cosmetic Alterations shall be subject to all the other provisions of this Section 7.3 and Section 7.4 below, to the Premises extent applicable thereto. In addition, ▇▇▇▇▇▇ shall reimburse Landlord for which any third-party expenses incurred by Landlord in connection with the review, inspection, and coordination of Tenant’s plans for Alternations that are not Cosmetic Alterations and ▇▇▇▇▇▇’s performance thereof (the “Construction Management Fee”). (b) Tenant shall construct such Alterations and perform all repairs and maintenance required of Tenant under this Lease (all contractors to be approved in writing in advance by Landlord (such approval not to be unreasonably withheld, conditioned or delayed) or, at Landlord’s consent is required shall be commenced option, designated by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenprovided any such contractors charge commercially reasonable rates and are available when reasonably requested by Tenant). ▇▇▇▇▇▇▇▇’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage consent to any person contractor or propertyany aspect of any Alterations, proposed repair, maintenance, replacement or other work shall create no responsibility or liability on or off the Premises, arising out part of and during the making of such AlterationsLandlord. Any Alteration by Tenant hereunder All work with respect to any Alterations shall be done in a good and workmanlike manner and diligently prosecuted to completion. In performing the work of any such Alterations, Tenant shall have the work performed in compliance such manner as not to obstruct access to the Project, the Building or the Common Areas for any other tenant of the Project, and as not to obstruct the business of Landlord or other tenants in the Project, or interfere with the labor force working in the Project. Not less than fifteen (15) nor more than twenty (20) days prior to commencement of any Alterations, Tenant shall notify Landlord in writing of the work commencement date so that Landlord may post notices of nonresponsibility about the Premises. Tenant shall not permit the use of any labor (including, without limitation, any contractors), material or equipment in the performance of any Alterations or of Tenant’s repairs or maintenance if such use would, in Landlord’s reasonable judgment, violate the terms of any agreement between Landlord and any union providing work, labor or services at the Project or disturb labor harmony with the workforce or trades engaged in performing other work, labor or services at the Project. If any violation or disturbance occurs, Tenant, upon demand by Landlord, shall immediately cause all labor, materials and equipment causing such violation or disturbance to be removed from the Project. ▇▇▇▇▇▇ agrees to protect, defend, indemnify and hold Landlord harmless from and against any and all claims in any way arising or resulting from or in connection with any applicable governmental law, statute, ordinance or regulation. such violation and/or disturbance. (c) Upon completion of any Alteration by Tenant hereunderAlterations (other than Cosmetic Alterations), Tenant shall furnish promptly (i) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials, (ii) deliver updated as-built plans to Landlord with a copy of respect to the “as built” plans covering such construction. TenantPremises, at its sole cost and expense, will make all to the extent the applicable Alterations on included physical changes to the Premises which may be necessary by the act or neglect of any other person or corporation (public or privatei.e., Alterations that are not purely cosmetic in nature), except for and (iii) pay the Construction Management Fee to Landlord. If Tenant makes any Alterations, its agents▇▇▇▇▇▇ agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the construction of such Alterations, employees or contractors. Before commencing any and such other insurance as Landlord may require, it being understood and agreed that all of such Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted insured by Tenant pursuant to this Lease immediately upon completion thereof. In addition, Landlord may, in its discretion, require Tenant to obtain a lien and approved by Landlord, which approval shall not be unreasonably withheld completion bond or delayed; (b) Tenant shall furnish to Landlord an estimate some alternate form of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord in an amount sufficient to insure payment for ensure the lien-free completion of all work free such Alterations and clear of liens. Tenant further agrees that all contractors engaging in naming Landlord a co-obligee for any construction activity by and for the benefit of Tenant for which LandlordAlteration requiring ▇▇▇▇▇▇▇▇’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance the hard cost of which is estimated in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases excess of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises$100,000.00.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease make Lease; provided, however, Landlord may require Tenant to remove any openings in or all alterations at the roof or exterior walls end of the Building Term of this Lease. If Tenant fails to remove by the expiration or make any alterationearlier termination of this Lease all of its personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies tinder this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenanta. LESSEE, at its sole cost and expense, will any at any time and from time to time may make all Alterations on improvements, alterations and additions provided, however, that no structural alterations or non-structural alterations in excess of $50,000 per alteration shall be made unless LESSOR shall first have given written approval of the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefortherefore, prepared by a licensed architectand unless LESSEE shall first have secured all necessary building permits. All such alterations, modifications, additions, or installations, except trade fixtures, when made, shall be submitted to become, the property of LESSOR and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate remain upon said Leased Premises as a part thereof at the end of the Term of this Lease. LESSOR agrees not to unreasonably withhold, condition or delay consent to any such alterations, modifications, additions, improvements or installations. If the LESSEE should make any such alterations, LESSEE hereby agrees to indemnify and defend LESSOR from any liability which LESSOR may sustain as a direct consequence thereof. b. Notwithstanding anything contained in this Lease to the contrary, all counters, shelving, equipment, furniture, trade fixtures, signs, or other personal property of whatever kind and nature kept or installed by or at the expense of LESSEE or owned by LESSEE, and all other erections, additions, and/or improvements made to, in or on the Leased Premises by and at the expense of LESSEE and susceptible of being removed from the Leased Premises without substantial damage thereto, shall remain the property of LESSEE and LESSEE may remove the same or any part thereof at any time or times during the Term hereof, provided, however, that LESSEE shall promptly cause, at LESSEE's sole cost and expense, the repair in a good and workmanlike manner of any damage to the Leased Premises caused by any such removal. Upon written request of LESSEE or LESSEE's assignees, LESSOR shall execute and deliver any real estate consent or waiver forms submitted by any vendors, lessors, chattel mortgages, or holders or owners of any counter, shelving, equipment, furniture, trade fixtures, signs, or other personal property of whatever kind and nature kept or installed at the expense of LESSEE on the Leased Premises, acknowledging the fat that LESSOR waives, in favor of such vendor, lessor, chattel mortgagee, or any holder or owner, any landlord liens, other liens, claims, interests or other rights superior to that of such vendor, lessor, chattel mortgagee, owner, or holder. LESSOR shall further acknowledge that property covered by such consent or waiver forms is personal property and is not to become a part of the proposed work, certified realty no matter how affixed thereto and that such property may be removed from the Leased Premises by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlordvendor, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordlessor, chattel mortgagee, owner, or holder at any time upon default in the terms of such chattel mortgage or other security reasonably satisfactory to Landlord to insure payment for the completion of all work similar documents, free and clear of liensany claim or lien of LESSOR, provided the vendor, lessor, chattel mortgagee, or any holder or owner shall repair damage caused by such removal(s). Tenant further agrees that all contractors engaging in any construction activity by and for Notwithstanding the benefit of Tenant for which Landlord’s consent foregoing, LESSOR shall not be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to inquire into the commencement validity of any construction activity, certificates such consent or waiver executed by LESSOR nor shall LESSOR be liable to LESSEE for any loss or damage suffered by LESSEE on account of LESSOR’S execution of any such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesdocument.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, partitions, or exterior walls of the Building or make any alteration, addition or improvement other improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord. Tenant, at its own cost and expense, may erect shelves, bins, machinery and trade fixtures as it desires as well as alterations, additions, partitions, communication towers or other improvements which consent, as have been specifically consented to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining in writing by Landlord’s prior written consent, provided that (i) such items do not alter the total cost basic character of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for or the building and/or improvements of which Landlord’s consent is required shall the Premises are a part, (ii) such items do not overload or damage the same, (iii) such items may be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable removed without injury to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out and (iv) the construction, erection or installation thereof complies with all applicable governmental laws, codes, ordinances, regulations, or any other applicable authorities, including, without limitation, the Americans with Disabilities Act of 1990 (the "ADA"), and with Landlord's details, specifications and other requirements, (v) any architectural, engineering, construction management, permits, inspections or other cost or fee required to assure compliance with conditions set forth in this Paragraph 6 shall be paid by Tenant promptly upon demand. All alterations, additions, partitions, or other improvements erected by Tenant shall be and remain the property of Tenant during the making term of this Lease; provided however, at the termination of this Lease, Landlord shall have the option, exercisable in Landlord's sole discretion, to require Tenant either to remove, at Tenant's sole cost and expense, all or part of each alterations, additions, partitions, or other improvements, at which time Tenant shall promptly restore the Premises to its original condition, or to keep in place the same at which time such alterations, additions, improvements, and partitions shall become the property of Landlord. If requested by Tenant at any time prior to termination of this Lease, Landlord shall, in its sole discretion, give or withhold its consent to the future removal by Tenant of any particular alteration, addition, partition or other improvement then existing or planned by Tenant; provided, however, Landlord shall not unreasonably withhold its consent to Tenant's future removal of any specialized equipment installed in the Premises by Tenant Such consent must be in writing to be binding upon Landlord. Landlord hereby consents to Tenant's removal of those items listed on Exhibit D attached hereto and incorporated herein by this reference. (Note: The requesting and granting of such Alterations. Any Alteration consent shall not preclude Tenant from subsequently electing to leave any such items in place or, under such circumstances, Landlord from requiring that such items be removed.) (Note: Tenant's obligation to restore the Premises to its original condition shall apply following the removal of a particular alteration, addition, partition or other improvement pursuant to Landlord's consent.) All shelves, bins, machinery and trade fixtures installed by Tenant hereunder shall be done removed on or before the earlier to occur of the date of termination of this Lease or vacating the Premises, at which time Tenant shall restore the Premises to their original condition. All alterations, installations, removals and restoration shall be performed in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance so as not to damage or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy alter the primary structure or structural qualities of the “as built” plans covering such construction. Tenant, at its sole cost buildings and expense, will make all Alterations other improvements situated on the Premises or of which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by Premises are a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisespart.

Alterations. Except for any initial improvement of the Premises pursuant to Exhibit D, which shall be governed by the provisions of Exhibit D, Tenant shall not at make or permit to be made any time during alterations, additions or improvements to the Term of this Lease make Premises or any openings in the roof part thereof, or exterior walls of the Building attach any fixtures or make 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 the Building systems available to other portions of the Premises (collectivelyBuilding, “Alterations”) is not visible from the common areas or any portion thereof withoutexterior of the Building, and is in each instancefull compliance with all laws, the prior written orders, ordinances, directions, requirements, rules and regulations of all governmental authorities, Landlord’s consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceAny alterations, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration additions or improvements to the Premises for which consented to by Landlord shall be made by Landlord or a contractor approved by Landlord. At the option of Landlord, any work performed by a contractor shall be performed under Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coveragesupervision, and insurance coverage 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 alterations, additions and improvements shall become Landlord’s property at the expiration or earlier termination of the Lease Term and shall remain on the Premises without compensation to Tenant unless Landlord elects by notice to Tenant to have Tenant remove the alterations, additions and improvements, in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to which event, notwithstanding any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done contrary provisions contained in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderArticle 9, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on expense shall promptly restore the Premises which may be necessary by to its condition prior to the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate installation of the cost of the proposed workalterations, certified by the architect who prepared such plans additions and specifications; (c) all contracts for any proposed work shall be submitted to improvements, normal wear and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisestear excepted.

Alterations. Tenant 10.%2.%3.%4. Borrower shall obtain Lender’s prior written consent prior to permitting Mortgage Borrower or Operating Company to perform any alterations to any Improvements, which consent shall be subject to the Deemed Approval Standard, except with respect to alterations that are reasonably likely to have a material adverse effect on Borrower’s, Senior Mezzanine Borrower’s, Mortgage Borrower’s or Operating Company’s financial condition, the value of the Collateral, the Senior Mezzanine Collateral, the Property or the Property’s Net Operating Income. Notwithstanding the foregoing, Lender’s consent shall not be required in connection with any alterations that will not have a material adverse effect on Borrower’s, Senior Mezzanine Borrower’s, Mortgage Borrower’s or Operating Company’s financial condition, the value of the Collateral, the Senior Mezzanine Collateral, the Property or the Property’s Net Operating Income, provided that such alterations are made in connection with (a) tenant improvement work performed pursuant to the terms of any Lease executed on or before the date hereof, (b) tenant improvement work performed pursuant to the terms and provisions of a Lease and not adversely affecting any structural component of any Improvements, any utility or HVAC system contained in any Improvements or the exterior of any building constituting a part of any Improvements, (c) alterations performed in connection with the Restoration of the Property after the occurrence of a Casualty or Condemnation in accordance with the terms and provisions of the Mortgage Loan Agreement, (d) alterations permitted to be performed by Manager (provided Manager is a Non-Affiliated Manager) without the approval of Mortgage Borrower or Operating Company under the terms of the Management Agreement (provided the Management Agreement is a Non-Affiliated Management Agreement), or (e) alterations performed pursuant to an Approved Annual Budget. If the total unpaid amounts due and payable with respect to alterations constituting a single project to the Improvements at the Property (other than such amounts (I) to be paid or reimbursed by Tenants under the Leases (II) for which there are then funds expressly reserved pursuant to the applicable Approved Annual Budget in the Reserve Funds, the Manager-Held Reserves or the Mezzanine Reserve Funds, or (III) to the extent of which (x) Mortgage Lender shall then be holding a Completion Guaranty from Guarantor in accordance with Sections 5.1.21(b) of the Mortgage Loan Agreement, (y) Senior Mezzanine Lender shall then be holding a Completion Guaranty from Guarantor in accordance with Sections 5.1.21(b) of the Senior Mezzanine Loan Agreement, or (z) Lender shall then be holding a Completion Guaranty from Guarantor in accordance with Sections 5.1.21(b)) shall at any time during exceed the Term Threshold Amount, then subject to Section 5.1.21(b)(ii) below, Borrower shall cause Mortgage Borrower to promptly deliver to Lender, upon Lender’s request, as security for the payment of this Lease make such amounts and as additional security for Borrower’s obligations under the Loan Documents any openings in the roof or exterior walls of the Building following: (A) cash, (B) U.S. Obligations (C) other securities having a rating acceptable to Lender and, at Lender’s option, with respect to which the Approved Rating Agencies have provided a Rating Agency Confirmation or make any alteration, addition or improvement (D) a Letter of Credit. Such security shall be in an amount equal to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent excess of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration unpaid amounts with respect to alterations to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations Improvements on the Premises which Property over the Threshold Amount and Lender may be necessary by apply such security from time to time at the act or neglect option of any other person or corporation (public or private), except Lender to pay for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesalterations.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any Tenant alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, (collectively "Alterations") without in each instance, the prior written consent of Landlord Landlord; which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld. Notwithstanding , provided, however, upon notice to, but without the preceding sentenceconsent of Landlord, Tenant may shall have the right to make any Alterations where same are non-structural Alterations without obtaining Landlord’s prior written consentstructural, provided do not require openings on the total cost roof or exterior walls of such non-structural Alteration is less than Twenty Thousand Dollars the Building, do not affect any Building system, and do not exceed TWENTY FIVE THOUSAND AND NO/100 ($20,000.0025,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) DOLLARS in the aggregate per calendar yearin any twelve (12) month period. No Alteration to the Premises for which Landlord’s 's consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to LandlordLandlord in accordance with Article IX hereof, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “"as built” " plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations for which Landlord's approval is required hereunder: (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which Landlord (such approval shall not be unreasonably withheld or delayed); (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.;

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls After completion of the Building and the Premises, Lessor will have no obligation to do any redecorating or remodeling or to make any alterationrepairs or alterations, addition except to the extent of Lessor’s obligations pursuant to Sections 11 and 13 herein and its obligation to maintain all common areas and the Building. Tenant will not make any alterations, additions or improvement improvements in or to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without first obtaining the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by LandlordLessor, which approval shall will not be unreasonably withheld or delayed; (b) provided, however, that the consent of Lessor shall not be required for any non-structural improvements that are less than $100,000.00. Tenant shall furnish will secure Lessor’s prior written approval of any contractor or subcontractor who is to Landlord an estimate of perform work on the cost of Premises at Tenant’s request. All alterations by Tenant will be constructed with new materials, in a good and workmanlike manner, and in compliance with the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and specifications approved by LandlordLessor, which approval shall will not be unreasonably withheld or delayed; , and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordall applicable laws, ordinances, rules, orders, regulations, or such other security reasonably satisfactory to Landlord to insure payment for the completion requirements of governmental authorities. Lessor shall oversee all work free and clear of lienswork. Tenant further agrees that all contractors engaging will pay for any labor, services, materials, supplies or equipment furnished or alleged to have been furnished by Tenant in or about the Premises, and Tenant, within ten (10) days of being notified by Lessor of the filing of any construction activity mechanic’s, materialmen’s or other lien against the Premises resulting from Tenant’s failure to make such payment, will pay and discharge such mechanic’s, materialmen’s or other lien against the Premises resulting from Tenant’s failure to make such payment, or will contest the lien and deposit with Lessor’s Title Company cash equal to 150% of the amount of the lien. If, after a 12 month period the contested lien is not resolved, Lessor may access the deposited sum submitted by Tenant to pay for and/or resolve the lien. If the lien is reduced to final judgment, Tenant will discharge the judgment and for Lessor will return the benefit cash deposited by Tenant. Lessor may post notices of nonresponsibility on the Premises as provided by law. All alterations, additions and improvements to the Premises made at Lessor’s or Tenant’s expense, except movable office furniture and Tenant’s movable trade fixtures and equipment, will become the property of Lessor upon installation and will be surrendered with the Premises upon termination of this Lease unless Lessor elects otherwise in writing. Tenant for which Landlord’s consent shall will not be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to remove any improvements that are attached to the commencement Building that are part of the original Tenant’s work or any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessubsequent alterations approved by Lessor.

Alterations. Tenant shall not make, or suffer to be made, any ----------- alterations, improvements or additions in, on, about or to the Premises or any part thereof, without the prior written consent of Landlord (which shall not be unreasonably withheld or delayed) and without a valid building permit issued by the appropriate governmental authority. As a condition to giving such consent, Landlord may require that Tenant agree to remove any such alterations, improvements or additions at any time during the Term termination of this Lease make Lease, and to restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any openings in the roof such alteration, improvement or exterior walls of the Building or make addition, any alteration, addition or improvement to the Premises (collectivelyPremises, “Alterations”) or any portion thereof withoutexcept movable furniture and trade fixtures not affixed to the Premises, in each instance, shall become the prior written consent property of Landlord which consentupon 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, as all heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, permanent partitioning, drapery, and carpet installations made by Tenant regardless of how affixed to non-structural or non-systems repairsthe Premises, together with all other additions, alterations and improvements that have become an integral part of the Building, shall not be unreasonably withheldand become the property of the Landlord upon termination of the Lease, and shall remain upon and be surrendered with the Premises at the termination of this Lease. Notwithstanding the preceding sentenceto the contrary, (i) Tenant may shall have the right to make non-alterations and additions to the interior or the Premises that do not affect the structural Alterations without obtaining Landlord’s prior written consent, provided elements of the total Building and have a cost of such non-structural Alteration is less than Twenty Five Thousand Dollars ($20,000.005,000.00) or less per occurrence project without the prior written approval of Landlord, and less than Fifty Thousand Dollars ($50,000.00ii) in Tenant shall be required to remove only those alterations and additions which Landlord has, at the aggregate per calendar yeartime of its approval, requested Tenant to remove upon expiration of the Lease Term, or which Tenant has otherwise constructed or installed without the prior approval of Landlord. No Alteration If, during the Lease Term (or any extensions thereof), any alteration, addition or change of any sort to all or any portion of the Premises for which Landlord’s consent is is. required shall be commenced by Tenant until Tenant has furnished Landlord law, regulation, ordinance or order of any public agency (including, without limitation, any alterations required by the Americans with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off Disabilities Act) by reason of (1) Tenant's use of the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done (2) Tenant's obtaining a new permit or governmental approval (except as provided in a good and workmanlike manner in compliance with any applicable governmental lawParagraph 10.B), statute, ordinance or regulation. Upon completion (3) Tenant's construction or installation of any Alteration by Tenant hereunderleasehold improvements or trade fixtures (except as provided in Paragraph 10.B), Tenant shall furnish Landlord with a copy of promptly make the “as built” plans covering such construction. Tenant, same at its sole cost and expense. If during the Lease Term (or any extensions thereof), will make all Alterations on any alteration, addition, or change to the Outside Area, or to the Premises which may be necessary for any reason other than for the reasons described in the preceding sentence, is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)agency, except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans Landlord shall make the same and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay an amount equal to Landlord an estimate one and one-half percent (1-1/2%) of the cost of such alteration, addition or change per month during the proposed workremainder of the Lease Term as an Outside Area Charge. Notwithstanding the preceding sentence to the contrary, certified any such alteration, addition or change to a structural element of the Building that is required by the architect who prepared such plans and specifications; (c) all contracts for law, regulation, ordinance or order of any proposed work public agency shall be submitted to made by Landlord at its sole cost and approved by Landlord, which approval expense and shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as constitute an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesOutside Area Charge.

Alterations. Tenant shall not at neither install any time during the Term of this Lease signs, fixtures, or improvements, nor make or permit any openings in the roof other alterations or exterior walls of the Building or make any alterationadditions (individually, addition or improvement to the Premises (an “Alteration”, and collectively, “Alterations”) or any portion thereof without, in each instance, to the Premises without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheldwithheld so long as any such Alteration does not affect the Building systems, structural integrity or structural components of the Premises or Building. Notwithstanding the preceding sentenceforegoing to the contrary, Tenant may make may, at its sole cost and expense and without Landlord’s written consent, perform interior, non-structural Alterations without obtaining Landlord’s prior written consent, alterations or additions to the Premises provided such alterations or additions do not affect the total structural components of the Building or Building systems and equipment or require any permit or roof penetrations and the cost of such non-structural Alteration is less than Twenty Thousand Dollars (which does not exceed $20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) 100,000 in the aggregate per calendar yearover a 12 month period (the “Permitted Alterations”). No Tenant shall first notify Landlord at least ten (10) days prior to commencing any Permitted Alterations so that Landlord may post a Notice of Non-Responsibility on the Premises. If any such Alteration to the Premises for which is expressly permitted by Landlord’s consent is required , Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable deliver at least ten (10) days prior written notice to Landlord, evidencing workmenfrom the date Tenant commences construction, sufficient to enable Landlord to post and record a Notice of Non-Responsibility. Tenant shall obtain all permits or other governmental approvals prior to commencing any work and deliver a copy of same to Landlord. All Alterations shall be (i) at Tenant’s compensation coveragesole cost and expense in accordance with plans and specifications which have been previously submitted to and approved in writing by Landlord, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done installed by a licensed, insured (and bonded, at Landlord’s option) contractor (reasonably approved by Landlord) in compliance with all applicable Laws, Development Documents, Recorded Matters, and Rules and Regulations and (ii) performed in a good and workmanlike manner in and so as not to obstruct access to any portion of the Project or any business of Landlord or any other tenant. Landlord’s approval of any plans, specifications or working drawings for Tenant’s Alterations shall neither create nor impose any responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any applicable governmental law, statute, ordinance or regulationLaws. Upon completion of any Alteration by Tenant hereunderAs Additional Rent, Tenant shall furnish reimburse Landlord, within thirty (30) days after demand, for actual and reasonable legal, engineering, architectural, planning and other expenses incurred by Landlord in connection with Tenant’s Alterations, plus Tenant shall pay to Landlord a copy fee equal to four percent (4%) of the total cost of the Alterations. If Tenant makes any Alterations, Tenant shall carry “Builder’s All Risk” insurance, in an amount reasonably approved by Landlord and such other insurance as built” plans covering Landlord may require. All such constructionAlterations shall be insured by Tenant in accordance with Section 12 of this Lease immediately upon completion. Tenant, at its sole cost and expense, will make all Alterations on Tenant shall keep the Premises and the Lot on which may be necessary by the act or neglect Premises are situated free from any liens arising out of any other person work performed, materials furnished or corporation (public obligations incurred by or private)on behalf of Tenant. Tenant shall, except for Landlord, its agents, employees or contractors. Before prior to commencing any Alterations Alterations, (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted cause its contractor(s) and/or major subcontractor(s) to and approved provide insurance as reasonably required by Landlord, which approval shall not be unreasonably withheld or delayed; and (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared provide such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory assurances to Landlord, including without limitation, waivers of lien, surety company performance bonds as Landlord shall require to assure payment of the costs thereof to protect Landlord and the Project from and against any mechanic’s, materialmen’s or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which For Alterations requiring Landlord’s consent, Landlord shall advise Tenant at the time of granting consent if Tenant shall be required shall obtain commercial general liability, worker’s compensation and to remove such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases Alterations at the expiration or earlier termination of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesLease.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make permit to be made any alteration, addition modification, substitution or improvement other change of any nature to the mechanical, electrical, plumbing, HVAC, and sprinkler systems within or serving the Leased Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding Tenant shall not make or permit any other improvements, alterations, fixed decorations, substitutions, or modifications, structural or otherwise, to the preceding sentence, Tenant may make non-structural Alterations Leased Premises or the Office Building ("Alterations") without obtaining Landlord’s the prior written consentconsent of Landlord, provided any such consent to also include the total cost 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 wall covering. All such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required Alterations shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. made at Tenant, at its 's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and subcontractors approved by Landlord, which approval shall not be unreasonably withheld and only after (i) Landlord (or delayed; Tenant) has obtained, on behalf of Tenant, any necessary permits from governmental authorities and (bii) Tenant shall furnish has submitted complete plans and specifications to Landlord an estimate with respect to the Alterations and Landlord has approved them. Landlord shall, at 3% of the improvement's cost expense, supervise the making of any Alterations by Tenant. If any mechanic's lien is filed against the Leased Premises of the Office Building for work or materials furnished to Tenant, the lien shall be discharged by Tenant within ten (10) days thereafter, solely at Tenant's expense, by either paying off or bonding the lien. Should Tenant fail to discharge any lien with ten (10) days of its filing, 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 corrected or removed by Landlord subject to Landlord providing tenant 30 days prior written notice of such planned action, and Tenant shall, on demand, pay the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for removal as Additional Rent. The work relating to any proposed work shall be submitted to and approved by Landlord, which approval Alterations shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordinterfere with, or such cause annoyance to, any other security reasonably satisfactory to Landlord to insure payment for tenants of the completion Office Building or disrupt any access to, or use of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesCommon Areas.

Alterations. Tenant 10.1 Sublessee shall not at any time during the Term of this Lease make any openings in the roof changes, alterations, or exterior walls of the Building or make any alteration, addition or improvement installations to the Premises (collectivelyProperty, “Alterations”) including but not limited to wiring, flooring, adding or any portion thereof withoutdeleting walls and/or partitions, in each instanceeven at Sublessee’s expense, without the express and prior written consent of Landlord which consentSublessor and OPSB, subject to any reasonable conditions as Sublessor and/or OPSB may impose. Sublessee is prohibited from altering, accessing, configuring, installing or maintaining the Property’s communication/IT network infrastructure and equipment. Sublessee is further prohibited from allowing any third party to non-structural alter, access, configure, install or non-systems repairsmaintain the Property’s communication/IT network infrastructure and equipment. Equipment includes, but is not limited to, servers, switches, routers, WAPs, telephones, call managers, security devices, filters, VPNs, firewalls, and wireless networks. Any such changes, alterations or installations initiated by Sublessee, with Sublessor’s approval, shall be paid for by Sublessee unless Sublessor and Sublessee agree otherwise in writing. 10.2 Sublessee shall not be unreasonably withheld. Notwithstanding change any keys or any locks on any doors in the preceding sentenceProperty, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required permission from Sublessor. 10.3 Any approved changes or alterations shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared performed by a licensed architect, shall be submitted to contractor with proper bonding and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate insurance naming Sublessor and OPSB as additional insureds. Copies of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s bonding and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to LandlordSublessor. Before commencing Any approved changes, alterations or installations made by Sublessee shall not diminish the value of the Property. Sublessor shall reserve the right to inspect any Alterationwork performed by Sublessee’s contractor. 10.4 Unless agreed upon by the parties at the time alterations are approved by Sublessor, Tenant any physical additions or improvements to the Property will become property of OPSB. At the termination of this Sublease Agreement, Sublessor may require Sublessee, at Sublessee’s expense, to remove any physical additions, changes, alterations or improvements, or repair any changes, alterations or improvements and restore the Property to the condition in which it existed at the beginning of this Sublease Agreement. At the time Sublessor approves any changes, alterations or improvements to the Property, Sublessee shall provide Landlord with a written certification that be informed whether or not such changes, alterations or improvements, must be removed at the Alteration does not have termination of this Sublease Agreement. 10.5 Any material changes, alterations or improvements made without prior approval may be grounds for termination of this Sublease Agreement. Sublessee shall be fully responsible for payment of any adverse environmental impact on the premisesdamages caused by unauthorized changes, alterations or improvements.

Alterations. Except for non-structural Alterations that (i) do not exceed $25,000.00 in the aggregate, (ii) are not visible from the exterior of the Premises, (iii) do not affect any Building System or the structural strength of the Building, (iv) do not require penetrations into the floor, ceiling or walls (other than piercing non-structural walls with customary fasteners for the purpose of hanging pictures, shelving and the like), and (v) do not require work within the walls, below the floor or above the ceiling, Tenant shall not at make or permit any time during the Term of this Lease make any openings Alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior without first obtaining Landlord's written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with request Landlord's consent by delivering a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications written request therefor, prepared by a licensed architecttogether with such plans, shall be submitted to specifications and approved by other information as Landlord may reasonably request. Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s 's consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by deemed given unless Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: notifies Tenant otherwise within ten (a10) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to Business Days after the commencement of any construction activity, certificates delivery of such insurance coverages shall be provided written notice and other materials to Landlord. Before With respect to 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 commencing any Alteration, Tenant shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant's contractors and subcontractors have adequate insurance coverage naming Landlord and, if requested by Landlord, Liberty Property Trust and any other Affiliate of Landlord reasonably requested by Landlord, as their interests may appear as additional insureds, (ii) Tenant shall obtain Landlord's prior written approval of any contractor or subcontractor, such approval not to be unreasonably withheld, conditioned or delayed, (iii) the Alteration shall be constructed with new materials, in a good and workmanlike manner, and in compliance with all Laws and the plans and specifications delivered to, and, if required above, approved by Landlord, (iv) Tenant shall pay Landlord all reasonable out of pocket costs and expenses incurred by Landlord in connection with Landlord's review of Tenant's plans and specifications, and of any supervision or inspection of the construction Landlord deems necessary (provided that if Landlord does not undertake the construction of the Alterations on Tenant's behalf, Tenant's obligation to reimburse Landlord for its costs and expenses shall be limited to those reasonable out-of-pocket costs and expenses incurred by Landlord to review Tenant's plans and specifications), and (v) upon Landlord's request Tenant shall, prior to commencing any Alteration, provide Landlord reasonable evidence of Tenant's ability to pay for the Alterations. If Landlord does not respond to any written request made by Tenant to Landlord in accordance with a written certification this Section 12 within ten (10) Business Days after such request is received by Landlord, Landlord shall be deemed to have approved the request. Any Alteration by Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the Premises to the condition existing prior to Tenant's Alteration, excepting only normal wear and tear, casualty damage, or other conditions that Tenant is not required to remedy under this Lease. At Tenant's request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the expiration or termination of this Lease. Notwithstanding the foregoing, Tenant shall not be required to remove improvements to the Premises constructed as part of the Tenant's Improvement Work. Tenant may install its trade fixtures, furniture and equipment in the Premises, provided that the Alteration does installation and removal of them will not have affect any adverse environmental impact on structural portion of the premisesProperty, any Building System or any other equipment or facilities serving the Building or any occupant.

Alterations. Tenant shall not at any time during After the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentenceRent Commencement Date, Tenant may make non-structural alterations, improvements, additions, installations, or changes to the Premises other than the TI Work (any of the preceding, "Alterations") only if: (a) if the Alterations without obtaining create a Design Concern (as defined below), Tenant first obtains Landlord’s prior 's written consent, provided the total cost of such non-structural Alteration is less which consent may not unreasonably be withheld (or delayed more than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished 14 days after Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make receives all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or privatereasonably requested information), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish complies with all conditions that may be reasonably imposed by Landlord, including but not limited to Landlord's selection of specific contractors or construction techniques, such as those designed to maintain the effectiveness of warranties (but Landlord may not unreasonably impose such restrictions), and (c) Tenant pays Landlord the reasonable costs and expenses of Landlord for architectural, engineering, or other consultants which reasonably may be incurred by Landlord in determining whether to approve any such Alterations, plus a construction coordination fee to Landlord an estimate or its agent in the amount of 1.0% of the costs of the design, construction, and installation of the Alterations. At least 30 days before making any Alterations, Tenant shall submit to Landlord, in written form, proposed detailed plans of such Alterations. Tenant shall, before commencing any Alterations, at Tenant's sole cost, (i) acquire (and deliver to Landlord a copy of) a permit from appropriate governmental agencies to make such Alterations (any conditions of which permit Tenant shall comply with, at Tenant's sole cost, in a prompt and expeditious manner), (ii) if the expected costs of the Alterations exceed $500,000.00, obtain and deliver to Landlord (unless this condition is waived in writing by Landlord) reasonable evidence of the certainty of Tenant’s funding such Alterations, such as cash reserves, loan commitment, or a lien and completion bond in an amount equal to 125% of the estimated cost of the proposed Alterations, to insure Landlord against any liability for mechanics' liens and to ensure completion of the work, certified by and (iii) provide Landlord with 10 days' prior written notice of the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted date the installation of the Alterations is to and approved by Landlordcommence, which notice must explicitly remind Landlord to post and record an appropriate notice of non-responsibility. All Alterations shall upon installation become the property of Landlord and shall remain on and be surrendered with the Premises on termination of this Lease, except that Landlord may, at its election at the time it issues approval shall of the Alterations (or at any time if the Alterations were not submitted for Landlord’s approval before construction), require Tenant to remove any or all of the Alterations before the Expiration Date or earlier termination of this Lease, in which event Tenant shall, at its sole cost, on or before the Expiration Date or earlier termination of this Lease, repair and restore the Premises to the condition of the Premises prior to the installation of the Alterations that are to be unreasonably withheld or delayed; and (d) removed. Tenant shall either furnish pay all costs for Alterations and other construction done or caused to Landlord a bond in form be done by Tenant and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for Tenant shall keep the completion of all work Premises free and clear of liens. Tenant further agrees that all contractors engaging in mechanics' and materialmen's lien's resulting from or relating to any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such Alterations or other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesconstruction.

Alterations. Tenant Except as otherwise provided herein, Lessee shall not at any time during the Term of this Lease make any openings in the roof alterations, additions, or exterior walls of the Building or make any alteration, addition or improvement other changes to the Leased Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the without Lessor's prior written consent of Landlord which consent. However, as to non-structural or non-systems repairsLessee may, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s Lessor's prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence make minor alterations, additions, and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration changes to the improvements required by SEC. 5:1.A hereof to be constructed by Lessee on the Leased Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlordbut only if: (1) such alterations, evidencing workmen’s compensation coverageadditions, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done changes are accomplished in a good and workmanlike manner at Lessee's sole expense and in compliance accordance with any all applicable governmental lawfederal, statutestate, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderand local laws, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantregulations, at its sole cost ordinances, and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayedpromulgations; and (d2) Tenant shall either furnish to Landlord a bond in form such alterations, additions, and substance satisfactory to Landlordchanges do not impair the value, structural integrity, or soundness of such other security reasonably satisfactory improvements. However, notwithstanding anything contained herein to Landlord the contrary, Lessee shall not have the right to insure payment demolish or remove any improvements at any time located on the Leased Premises without first obtaining the prior written consent of Lessor. Title to such alterations, additions, and changes will immediately vest in Lessor at the end of the final day of the Lease Term or sooner termination of this Lease and will remain as part of the Leased Premises. Lessee shall not, however, remove any alterations, additions, or changes from the Leased Premises nor waste, destroy, or modify any alterations, additions, or changes on the Leased Premises once completed. The parties covenant for themselves and all persons claiming under them that the completion alterations, additions, and changes made by Lessee are real property. All alterations, additions, and changes on the Leased Premises at the expiration of all work the Lease Term or sooner termination of this Lease shall, without compensation to Lessee, then become Lessor's property free and clear of liensall claims to or against them by Lessee or any third person, and Lessee shall defend and indemnify Lessor against all liabilities and loss resulting from such claims or from Lessor's exercise of the rights conferred by this paragraph. Tenant further agrees that However, Lessor may elect to have Lessee remove any or all contractors engaging of such alterations, additions, and changes in any construction activity which event such alterations, additions, and changes are to be completely removed by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, Lessee (without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement Leased Premises) by the end of the Lease Term. Lessee shall promptly pay for all work done or materials furnished in connection with the making of any construction activitysuch alterations, certificates of such insurance coverages shall be provided additions, or other changes to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesLeased Premises.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings structural alterations or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement and to the Premises or otherwise modify or replace any Building systems (collectivelyexcept in connection with Tenant's repair, “Alterations”replacement and maintenance obligations under Section 13.1, for which Landlord's consent shall not be required) or any portion thereof without, in each instance, the without Landlord's prior written consent of Landlord which consent, as which consent Landlord shall not be required to give, except in its sole discretion. Tenant shall have the right to make non-structural alterations at the Premises without Landlord's consent, provided that Landlord will have the right to review and approve (such approval not to be unreasonably withheld or delayed and to be limited to confirmation that the alteration will not impact the Building's structure or systems) plans with respect to non-structural or non-systems repairsalterations, shall not the cost of which is budgeted to be unreasonably withheldin excess of $10,000. Notwithstanding the preceding sentenceIn addition, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided shall have the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) right to perform the restoration work contemplated in the aggregate per calendar yearSection 5.3 above. No Alteration to the Premises for which Landlord’s consent is required Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to perform any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done permitted alterations in a good and workmanlike manner in compliance accordance with any applicable governmental law, statute, ordinance or regulationall Laws and using reputable contractors. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of not permit or cause any construction lien to attach to the “as built” plans covering such constructionPremises or the Property. Tenant, at its sole cost and expense, will make shall procure the satisfaction or discharge of record or all Alterations on such liens and encumbrances within thirty (30) days after the Premises which may be necessary by the act or neglect of any other person or corporation filing thereof; or, within such thirty (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a30) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationday period, Tenant shall provide Landlord, at Tenant's sole expense, with endorsements (satisfactory, both in form of substance, to Landlord and the holder of any mortgage or deed of trust) to the existing title insurance policies of Landlord and the holder of any mortgage or deed of trust, insuring against the existence of, and any attempt at enforcement of such lien. In the event Tenant has not so performed, Landlord may, at its option, pay and discharge such liens and Tenant shall be responsible to reimburse Landlord, on demand and as Additional Rent under this Lease, for all costs and expenses incurred in connection therewith, together with a written certification that interest thereon at the Alteration does not have rate set forth in Section 22.3, which expenses shall include reasonable fees of attorneys of Landlord's choosing, and any adverse environmental impact on costs in posting bond to effect discharge or release of the premiseslien as an encumbrance against the Premises or the Property.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at the end of the Term o/ this Lease; provided, however, Landlord may require Tenant to remove any time during or all alterations at the end of the Term of this Lease. If Tenant fails to remove by the expiration or earlier termination of this Lease make any openings in the roof or exterior walls all of the Building or make any alterationits personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Except for non-structural alterations costing less than Twenty-Five Thousand Dollars ($25,000.00), Tenant shall not make, or suffer to be made, any alterations, improvements or additions in, on, about or to the Premises or any part thereof, without the prior written consent of Landlord. Any alterations, improvements, or 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 any time during the Term termination of this Lease make Lease, and to restore the Premises to their prior condition. Unless Landlord requires that Tenant remove any openings in the roof such alterations, improvement or exterior walls of the Building or make 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 (collectivelyincluding all wiring, “Alterations”) conduit, outlets, drops, buss ▇▇▇ts, 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 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 Lease Term hereof, any alteration, addition or change of any sort to all or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic agency, due to Tenant's use, occupancy, or alterations, Tenant shall furnish Landlord with a copy of promptly make the “as built” plans covering such construction. Tenant, same at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. The Tenant shall not at do any time during the Term of this Lease painting or decorating, or erect any partitions, make any openings alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement additions to the Demised Premises (collectivelyor do any nailing, “Alterations”) boring or any portion thereof withoutscrewing into the ceilings, in each instancewalls or floors, without the Landlord's prior written consent in each and every instance. Unless otherwise agreed by the Landlord and Tenant in writing, all such work shall be performed either by or under the direction of Landlord which consentthe Landlord, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding but at the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of Tenant. The Landlord's decision to refuse such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by conclusive. If the Landlord consents to such alterations or additions, before commencement of the work or delivery of any materials onto the Demised Premises or into the Building, the Tenant until Tenant has furnished shall furnish the Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, for approval: A. plans and insurance coverage specifications; B. names and addresses of contractors; C. copies of contracts; D. necessary permits; and E. indemnification in amounts form and amount satisfactory to Landlord and protecting certificate of insurance from all contractors performing labor or furnishing materials, insuring against any and all claims, costs, damages, liabilities and expenses which may arise in connection with the alterations or additions. Whether the Tenant furnishes the Landlord against public liability the foregoing or not, the Tenant hereby agrees to hold the Landlord, and property damage its beneficiaries, and their respective agents and employees harmless from any and all liabilities of every kind and description which may arise out of or be connected in any way with said alterations or additions. With respect to any person or property, on or off mechanic's lien filed against the Demised Premises, arising out of and during or the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental lawBuilding, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunderfor work claimed to have been furnished to the Tenant, Tenant shall furnish Landlord with a copy of the “as built” plans covering either discharge such construction. Tenantlien record within ten (10) days thereafter, at its sole cost and the Tenant's expense, will make all Alterations on or shall post a surety bond or other security with Landlord in form and amount reasonably satisfactory to Landlord. Upon completing any alterations or additions, the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.contractor's affidavits and full and final waivers of lien and receipted bills covering all labor and materials expended and used. All alterations and additions shall comply with all insurance requirements and with all

Alterations. Tenant shall not make or permit to be made any alterations, additions or improvements in, upon or to the Leased Premises, or any part of the Leased Premises, without the prior written consent of Landlord. In the event such consent is obtained, all such alterations, additions or improvements shall be performed at the expense of Tenant and in a good, workmanlike manner, free from faults and defects and in accordance with all applicable laws and building codes and plans and specifications approved by Landlord. Tenant shall not allow any time during construction liens to attach to the Term Leased Premises or Building in connection with any such alteration, and the failure of Tenant to have any such lien released or bonded over within ten (10) days after written notice from Landlord shall constitute a default under this Lease. In addition, Tenant shall indemnify, defend and hold Landlord harmless from any and all costs and expenses incurred by Landlord in connection with such construction liens, including, without limitation, attorneys fees and costs of litigation. All alterations, additions or improvements (except trade fixtures) so made and installed by Tenant shall become part of the realty, shall become the property of Landlord and shall remain for the benefit of Landlord at the end of the term or other expiration of this Lease make in as good condition as they were when installed, reasonable wear and tear excepted; provided, however, that any openings in the roof or exterior walls of the Building or make any such alteration, addition or improvement to remaining at the Premises (collectively, “Alterations”) end of the term or any portion thereof without, in each instance, the prior written consent other expiration of Landlord which consent, as to non-structural or non-systems repairsthis Lease, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced upon demand made by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenbe removed by Tenant, at Tenant’s compensation coverageexpense, and insurance coverage in amounts satisfactory Tenant shall repair any damage caused by such removal, restoring the Leased Premises to Landlord and protecting Landlord against public liability and property damage its condition prior to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental lawalteration, statute, ordinance addition or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesimprovement.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alterationwill not, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s 's prior written consent, provided make alterations, additions or improvements in or about the total cost Premises and will not do anything to or on the Premises which will increase the rate of fire insurance on the Building. It is expressly understood and agreed that, other than the Tenant Improvements, Landlord is not requiring Tenant to make such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence improvements to the Premises, and less than Fifty Thousand Dollars ($50,000.00) Landlord and Tenant agree that no improvements by Tenant shall be deemed "Improvements," within the meaning of the Florida Construction Lien Law. All contractors, subcontractors, mechanics, laborers, materialmen, and others who perform any work, labor or services, or furnish any materials, or otherwise participate in the aggregate per calendar year. No Alteration improvement of the Premises shall be and are hereby given notice that Tenant is not authorized to subject Landlord's interest in the Building or the Property to any claim for construction, mechanics', laborers' and materialmen's liens, and all persons dealing directly or indirectly with Tenant may not look to the Premises as security for payment. Landlord has recorded a notice of the foregoing in the Public Records of Palm Beach County, Florida, pursuant to the provisions of Section 713.10, Florida Statutes. Tenant shall save Landlord harmless from and against all expenses, liens, claims or damages to either property or person which Landlord’s consent is required may or might arise by reason of the making of any such additions, improvements, alterations and/or installations by Tenant. Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate regard to all improvements and alterations made to or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off about the Premises, arising out including, without limitation, the Tenant Improvements, comply with the building codes, regulations and laws now or hereafter to be made or enforced in the municipality, county and/or state which have jurisdiction over such work. All alterations, additions or improvements of and during the making of such Alterations. Any Alteration a permanent nature made or installed by Tenant hereunder to the Premises shall be done in a good and workmanlike manner in compliance with any applicable governmental lawbecome the property of Landlord at the expiration of this Lease, statuteunless Landlord, ordinance or regulationby Notice to Tenant given no later than thirty (30) days prior to the end of the Lease, elects to relinquish its right thereto. Upon completion of any Alteration by Tenant hereunderIn such event, Tenant shall furnish Landlord with a copy of remove the “as built” plans covering such construction. Tenant, same at its sole cost and expense, will make all Alterations on expense and shall repair any damage to the Building or the Premises which may be necessary caused by said removal. Prior to making any alterations, including the act or neglect of any other person or corporation Tenant Improvements, Tenant (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (ai) shall submit to Landlord detailed plans and specifications therefor(including layout, prepared by architectural, mechanical and structural drawings) for each proposed alteration drawn in compliance with all applicable codes, ordinances and laws and shall not commence any such alteration without first obtaining Landlord's written approval of such plans and specifications, it being understood that neither Landlord's approval of such plans and specifications nor the construction of such Tenant Improvements pursuant to a licensed architectcontract between Landlord and a contractor, shall be submitted to deemed a warranty or representation by Landlord that the plans and specifications for such Tenant Improvements comply with applicable codes, ordinances and laws, (ii) shall, at its expense, obtain all permits, approvals and certificates required by any government or quasi-governmental bodies and ensure that all work is performed in strict accordance with the plans and specifications approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (biii) Tenant shall furnish to Landlord an estimate evidence of the cost of the proposed workinsurance for worker's compensation (covering all persons to be employed by Tenant, certified by the architect who prepared and Tenant's contractors and subcontractors in connection with such plans alteration) and specifications; comprehensive public liability (cincluding property damage coverage) all contracts insurance in such form, with such companies, for any proposed work shall be submitted to such periods and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as Landlord may be reasonably require, naming Landlord and its agents as additional insureds. Upon completion of such alteration, Tenant, at Tenant's expense, shall obtain certificates of final approval of such alteration required by any governmental or quasi-governmental bodies, if applicable, and shall furnish Landlord naming Landlord with copies thereof. All alterations shall be constructed in a good, workmanlike manner and strictly conform to the plans and specifications approved by Landlord; shall be of a quality that equals or exceeds the then current standard for the Building; all materials and equipment to be incorporated in the Premises as an additional insured a result of all alterations shall be new and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurancefirst quality; and (d) statutory worker’s compensation coverage and employer’s liability coverageno such materials or equipment shall be subject to any lien, encumbrance, chattel mortgage or title retention or security agreement. Prior Landlord, at its option, may require Tenant to remove any additions installed by Tenant and/or repair any alterations made by Tenant to the commencement Premises, at Tenant's sole cost and expense, if such physical additions and/or alteration (i) were not pre-approved by Landlord in accordance with the provisions of any construction activity, certificates this Subparagraph B; or (ii) the contractor performing such work was not approved of by Landlord in accordance with the provisions of Subparagraph 7D below; or (iii) the quality of workmanship and/or quality of materials utilized in connection with such insurance coverages shall be provided to work do not comply with the standards set forth in this Subparagraph B; or (iv) such work was not performed in strict accordance with the plans and specifications approved by Landlord. Before commencing If Landlord elects to require that Tenant remove any Alterationsuch additions or repair any such alterations in accordance with the prior paragraph, Tenant shall provide do so within thirty (30) days of the date Landlord gives Tenant Notice of Landlord's election. If Tenant fails to correct such matters with a written certification that said thirty (30) day period, Landlord, may, but shall not be obligated to, remove such additions and/or repair such alterations and Tenant shall reimburse Landlord for all costs therefor, plus twenty percent (20%) to reimburse Landlord for its overhead and construction management services associated therewith. Tenant shall not, at any time prior to or during the Alteration does not have Term, directly or indirectly employ, or permit the employment of, any adverse environmental impact on contractor, mechanic or laborer in the premisesPremises, whether in connection with any alteration or otherwise, if such employment will unreasonably interfere or cause any material conflict with other contractors, mechanics, or laborers engaged in the construction, maintenance or operation of the Building by Landlord, Tenant or others. In the event of any such unreasonable interference or material conflict, Tenant, upon demand of Landlord, shall cause all contractors, mechanics or laborers causing such interference or conflict to leave the Building immediately. All alterations to which Landlord has consented shall be at Tenant's sole cost and expense, unless such alterations are Tenant Improvements for which an Improvement Allowance (defined below) shall be paid.

Alterations. Following the construction of the initial Tenant Improvements in the Premises by Tenant pursuant to the provisions of the Work Agreement (Exhibit D) attached hereto, Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, the “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheld, conditioned or delayed so long as any such proposed Alterations will not adversely affect the Building Structure, the Building Systems or any other portion of the Business Park; except for the installation of unattached, movable trade fixtures which may be installed without drilling, cutting or otherwise defacing the Premises. Notwithstanding Tenant shall furnish complete plans and specifications to Landlord for its approval at the preceding sentencetime Tenant requests Landlord’s consent to any Alterations if the desired Alterations: (i) may affect the Building’s Systems or Building’s Structure; (ii) will require the filing of plans and specifications with any governmental or quasi-governmental agency or authority; (iii) will cost in excess of Two Hundred Thousand Dollars ($200,000.00); or (iv) will require a building permit or similar governmental approval to undertake. Subsequent to obtaining Landlord’s consent and prior to commencement of the Alterations, Tenant shall deliver to Landlord any building permit required by applicable Law and a copy of the executed construction contract(s). Tenant shall reimburse Landlord within ten (10) days after the rendition of a bill for all of Landlord’s actual out-of-pocket costs incurred in connection with any Alterations, including 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, not to exceed Ten Thousand Dollars ($10,000) per project. If Landlord consents to the making of any Alteration, such Alteration shall be made by Tenant at Tenant’s sole cost and expense by a contractor approved in writing by ▇▇▇▇▇▇▇▇, such approval not to be unreasonably withheld, conditioned or delayed. Tenant shall require its contractor to maintain insurance in such amounts and in such form as Landlord may make non-structural Alterations without obtaining require. Without Landlord’s prior written consent, provided Tenant shall not use any portion of the total cost Common Areas either within or without the Project or Complex, as applicable, in connection with the making of any Alterations. If the Alterations which Tenant causes to be constructed result in Landlord being required to make any alterations and/or improvements to other portions of the Project or Complex, as applicable, in order to comply with any applicable Laws, then Tenant shall reimburse Landlord within thirty (30) days of Landlord’s demand for all costs and expenses incurred by Landlord in making such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations and/or improvements. Any Alterations made by Tenant shall become the property of Landlord upon installation and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to shall remain on and be surrendered with the Premises for which upon the expiration or sooner termination of this Lease, unless as part of Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished to an Alteration, Landlord with a satisfactory certificate designates that it will require the removal and repair of such Alteration at the expiration or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to earlier termination of the Lease. If Landlord and protecting Landlord against public liability and property damage to any person or property, on or off requires the Premises, arising out of and during the making removal of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make forthwith and with all due diligence (but in any event not later than ten (10) days after the expiration or earlier termination of the Lease) remove all or any portion of any Alterations on made by Tenant which are designated by Landlord to be removed (including without limitation stairs, bank vaults, and cabling, if applicable) and repair and restore the Premises which may be necessary in a good and workmanlike manner to a condition that is substantially similar to their original condition, reasonable wear and tear and modifications due to a change in applicable Law excepted. All construction work done by Tenant within the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, Premises shall be submitted performed in a good and workmanlike manner with new or like-new materials of first-class quality, lien-free and in compliance with all Laws, and in such manner as to cause a minimum of interference with other construction in progress and approved with the transaction of business in the Project or Complex, as applicable. ▇▇▇▇▇▇ agrees to indemnify, defend and hold Landlord harmless against any loss, liability or damage resulting from such work in accordance with Section 11(d) hereof, and Tenant shall, if requested by Landlord, which furnish a bond or other security satisfactory to Landlord against any such loss, liability or damage. The foregoing indemnity shall survive the expiration or earlier termination of this Lease. Landlord’s consent to or approval of any alterations, additions or improvements (or the plans therefor) shall not be unreasonably withheld constitute a representation or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved warranty by Landlord, which approval shall not be unreasonably withheld nor Landlord’s acceptance, that the same comply with sound architectural and/or engineering practices or delayed; with all applicable Laws, and (d) Tenant shall either furnish to Landlord be solely responsible for ensuring all such compliance. All voice, data, video, audio and other low voltage control transport system cabling and/or cable bundles installed in the Building by Tenant or its contractor shall be (A) plenum rated and/or have a bond composition makeup suited for its environmental use in form accordance with NFPA 70/National Electrical Code; (B) labeled every 3 meters with the Tenant’s name and substance satisfactory to Landlordorigination and destination points; (C) installed in accordance with all EIA/TIA standards and the National Electric Code; (D) installed and routed in accordance with a routing plan showing “as built” or “as installed” configurations of cable pathways, or such other security reasonably satisfactory to Landlord to insure payment for the completion outlet identification numbers, locations of all work free wall, ceiling and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by floor penetrations, riser cable routing and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityconduit routing (if applicable), worker’s compensation and such other liability insurance in such amounts information as Landlord may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coveragerequest. Prior to the commencement of any construction activity, certificates of such insurance coverages The routing plan shall be provided available to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that and its agents at the Alteration does not have any adverse environmental impact on the premisesBuilding upon request.

Alterations. Tenant Lessee shall not at make or allow to be made any time during the Term of this Lease make any openings alterations, installations, additions or improvements in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Premises (collectivelyPremises, “Alterations”) or any portion thereof withoutplace safes, in each instancevaults, or other heavy furniture or equipment within the prior written consent of Landlord which consentPremises, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining LandlordLessor’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; provided, however, Lessee shall have the right, without Lessor’s consent, to construct additional or alternate facilities in the Premises for housing Lessee’s ATMs (b) Tenant shall furnish whether now located in the Premises or not), as deemed reasonably necessary by Lessee. Lessor consents to Landlord an estimate the presence of all safes, vaults, heavy furniture and equipment which is situated on or in the cost of Premises on the proposed workCommencement Date. All alterations, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlordinstallations, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordadditions, or such improvements, other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilitythan movable furniture, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction movable equipment (including, without limitation: (a) contractorlimitation Lessee’s ATMs), other personal property and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior movable trade fixtures, made by Lessee to the commencement Premises shall remain upon and be surrendered with the Premises and become the property of any construction activityLessor at the expiration or termination of this Lease or the termination of Lessee’s right to possession of the Premises. Lessee, certificates at its sole cost and, on or before the expiration or termination of this Lease, shall remove all of Lessee’s property from the Premises and repair all damage caused by such insurance coverages removal. All such removal of Lessee’s property shall be provided completed promptly and in a good and workmanlike manner and shall be performed in such a manner that no mechanic’s, materialman’s or other similar liens shall attach to LandlordLessee’s leasehold estate, and in no event shall Lessee permit, or be authorized to permit, any such liens or other claims to be asserted against Lessor or Lessor’s rights, estate, and interests with respect to the Premises or this Lease. Before commencing In the event Lessee fails to remove Lessee’s property on or before the expiration or termination of this Lease, the signs shall become the property of Lessor without any Alterationcredit or compensation to Lessee, Tenant and Lessor may, but is not obligated to, remove and store or dispose of the signs and Lessee shall provide Landlord be liable to Lessor for all costs incurred by Lessor in connection therewith. Lessee shall indemnify and hold Lessor harmless from all loss, damage, cost, expense, and liability in connection with a written certification that the Alteration does not have any adverse environmental impact on the premisessuch removal, storage, or disposal.

Alterations. Any alterations, additions or improvements permitted herein (except as otherwise provided in Section 1 above) shall be made at the expense of the Tenant. The Tenant shall not at any time during the Term of this Lease make any openings in the roof no structural or exterior walls of the Building (excluding any and all signage) alterations, additions or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval consent shall not be unreasonably withheld or delayed; (b) Tenant shall furnish . All alterations, additions, improvements, cabinetry or other fixtures made or attached to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity Premises by and for the benefit Tenant, including but not limited to, any and all subdividing partitions, walls or railings of whatever type, material or height (but excepting movable furniture and equipment and modular cabinetry paid for by Tenant for which Landlord’s consent and not permanently attached to the Premises) shall be required the property of the Landlord and shall obtain commercial general liabilityremain upon and be surrendered with the Premises as a part thereof at the expiration or earlier termination of this Lease. The Landlord, worker’s compensation and however, reserves the right to require the Tenant to remove any paneling, decorations, partitions, walls or railings, floor coverings, booths, or fixtures installed by or at the request of the Tenant, by giving notice of such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior election to the commencement Tenant at any time not later than thirty (30) days prior to the expiration or earlier termination of any construction activitythe Lease; in which event the Tenant, certificates at the Tenant’s sole cost and expense, shall remove the property so specified on or before the date of expiration or earlier termination of this Lease, and shall promptly restore the Premises to their original condition, reasonable wear and tear, damage by reason of casualty or condemnation, and damages subject to the provisions of Section 9 hereof excepted; if Tenant fails to perform the necessary restorations within ten (10) days after removing the property, or if Tenant is in default under this Lease beyond applicable notice and cure periods, Landlord may undertake the restoration of the Premises to their original condition after the removal of the specified property, in which event Tenant shall promptly reimburse Landlord for the cost of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesrestoration.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any alteration, addition or improvement alterations to the Premises (collectivelyPremises, “Alterations”) or to the Project, including any portion thereof without, in each instance, changes to the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations existing landscaping without obtaining Landlord’s 's prior written consent. If Landlord gives its consent to such alterations Landlord may post notices in accordance with the laws of the state in which the premises are located. Any alterations made shall remain on and be surrendered with the Premises upon expiration or termination of this Lease, provided except that Landlord may, within 30 days before or 30 days after expiration of the total term, elect to require Tenant to remove any alterations which Tenant may have made to the premises. If Landlord so elects, at its own cost Tenant shall restore the Premises to the condition designated by Landlord in its election, before the last day of the term or within 30 days after notice of its election is given, whichever is later. Should Landlord consent in writing to Tenant's alteration of the Premises, Tenant shall contract with a contractor approved by Landlord for the construction of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence alterations, shall secure ail appropriate governmental approvals and less than Fifty Thousand Dollars ($50,000.00) permits, and shall complete such alterations with due diligence in compliance, with plans and specifications approved by Landlord. All such construction shall be performed in a manner which will not interfere with the aggregate per calendar yearquiet enjoyment of other tenants of the Project. No Alteration to Tenant shall pay all costs for such construction and shall keep the Premises for and the Project free and clear of all mechanics' Dens which may result from construction by Tenant. If Landlord gives its consent, no such alterations will proceed without Landlord’s consent is required 's prior written approval of ▇▇▇▇▇▇'s contractor, which shall be commenced conditioned on proof of insurance by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, ▇▇▇▇▇▇'s contractor for public liability and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public automobile liability and property damage insurance with limits not less than $1,000,000/$250,000/$500,000 respectively endorsed to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming show Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s for worker's compensation as required and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; detailed and (d) statutory worker’s compensation coverage specifications for such work. Tenant will keep the Premises and employer’s liability coverage. Prior to the commencement Property free from any liens arising out of any construction activitywork performed, certificates materials furnished or obligations incurred by Tenant, its agents or contractors. ▇▇▇▇▇▇ agrees that should any lien be posted on the property due to work performed, materials furnished or obligations incurred by it, that it will immediately notify and proceed to remove such lien. Tenant further acknowledges that it will remain liable to Landlord and indemnify it for any costs or damages to Landlord or the property as a result of such insurance coverages shall liens. ▇▇▇▇▇▇▇▇ has the right to post and keep posted in the Premises and/or Property, any notices that may be provided by law or which landlord may deem to be proper for the protection of Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesPremises and/or Property from such liens.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Development, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease; provided, however, Landlord may require Tenant to remove any or all alterations at the expiration or earlier termination of this Lease. If Tenant fails to remove by the expiration or earlier termination of this Lease make any openings in the roof or exterior walls all of the Building or make any alterationits personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11 (b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. Tenant shall not at make or suffer to be made any time during alterations, additions, or improvements, including, but not limited to, the Term attachment of this Lease make any openings in the roof fixtures or exterior walls of the Building equipment in, on, or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, or the making of any improvements in each instance, excess of $5,000.00 non-structural as required by Article 7 without the prior written consent of Landlord Landlord, which consentmay be withheld in Landlord's reasonable discretion. Any alteration, additions or improvements to be done by Tenant as to non-structural part of Tenant's initial occupancy shall be specified in Exhibit B. Any alteration, addition, or non-systems repairsimprovement in, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration on or to the Premises for which Landlord’s consent is required including carpeting, but excepting movable furniture and personal property of Tenant removable without material damage to the properly or the Premises, shall be commenced and remain the property of Tenant during the Term but shall, unless Landlord elects otherwise, become a part of the realty and belong to Landlord without compensation to Tenant upon the expiration or sooner termination of the Term and title shall pass to Landlord under this Lease as by a bill of sale. When applying for such consent, Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. In the event landlord consents to the making of any such alteration, addition, or improvement by Tenant, at ▇▇▇▇▇▇'s sole cost and expense. All alterations, additions or improvements proposed by Tenant until shall be constructed in accordance with all government laws, ordinances, rules and regulations and Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable shall, prior to construction, provide such assurances to Landlord, evidencing workmen’s compensation coverageincluding but not limited to, waivers of lien, surety company performance bonds and insurance coverage personal guaranties of individuals of substance, as Landlord shall require to assure payment of the costs thereof and to protect landlord against any loss from any mechanics', materialmen's or other liens. Tenant shall pay in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage addition to any person sums due pursuant to Article 4 above any increase in real estate taxes attributable to any such alteration, addition, or propertyimprovement for so long, on or off the Premises, arising out of and during the making of Term, as such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationincrease is ascertainable. Upon completion the expiration or sooner termination of any Alteration by Tenant hereunderthe Term as herein provided, Tenant shall furnish upon demand by Landlord, at Tenant's sole cost and expense, forthwith and with all due diligence remove any such alterations, additions or improvements which are designated by Landlord to be removed, and Tenant shall forthwith and with a copy of the “as built” plans covering such construction. Tenantall due diligence, at its sole cost and expense, will make all Alterations on the repair and restore Premises which may be necessary to their original condition, reasonable wear and tear and loss by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared casualty covered by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesArticle 23 excepted.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises or any part thereof (collectively, collectively referred to herein as “Alterations”) or any portion thereof without, in each instance, without (i) the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, consent shall not be unreasonably withheldwithheld or delayed, (ii) a valid building permit (to the extent required for any such Alteration) issued by the appropriate governmental authority and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body applicable to or arising from such Alteration. ▇▇▇▇▇▇▇▇’s consent to any requested Alteration shall not create on the part of Landlord or cause Landlord to incur any responsibility or liability for such Alteration’s compliance with all laws, rules and regulations of federal, state, county, municipal and other governmental authorities. Notwithstanding the preceding sentenceanything contained herein, (a) Tenant may make may, at Tenant’s sole cost and expense, construct non-structural Alterations alterations, additions and improvements (“Permitted Alterations”) in the Premises without obtaining Landlord’s prior approval, but with ten (10) days’ prior written consentnotice to Landlord describing the Permitted Alterations together with any plans or specifications for such Permitted Alterations, provided that the total cost of such non-structural Alteration is less than Twenty Permitted Alterations does not exceed Fifteen Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.0015,000) in the aggregate per any calendar year. No Alteration Tenant’s trade fixtures, furniture, equipment and other personal property installed in the Premises (“Tenant’s Property”) by or on behalf of Tenant shall at all times be and remain Tenant’s property. Tenant may remove ▇▇▇▇▇▇’s Property from the Premises at any time during the Lease term provided Tenant repairs all damage caused by such removal and restores the area where such removal occurred in accordance with all applicable laws, statutes, building codes and regulations in effect as of the date of such removal. Landlord shall have no lien or other interest in any item of ▇▇▇▇▇▇’s Property. In no event shall Tenant remove any of the Tenant Improvements. Alterations and Permitted Alterations shall be made by Tenant at its sole risk, cost and expense and only after ▇▇▇▇▇▇▇▇’s written approval of any licensed contractor selected by Tenant for that purpose, and the same shall be made at such time and in such manner that does not interfere with adjacent tenants in the Project. Tenant shall, if reasonably required by Landlord, secure at Tenant’s cost a completion and lien indemnity bond for such work. Tenant may at anytime during the term of the Lease, remove any Alterations and/or Permitted Alterations installed in the Premises by Tenant at its sole cost and expense provided that Tenant shall, at Tenant’s sole cost and expense, repair any damage to the Premises caused by such removal and restore the Premises to the condition that existed prior to such Alteration and/or Permitted Alteration in accordance with all applicable laws, statutes, building codes, and regulations in effect as of the date of such restoration. In addition, upon the expiration or sooner termination of the term, Landlord may, at its sole option, require Tenant, at Tenant’s sole cost and expense, to promptly both remove any Alterations and/or Permitted Alterations made by or on behalf of Tenant (without regard for which Landlordparty paid the cost thereof) and designated by Landlord to be removed and repair any damage to the Premises caused by such removal, and restore the Premises to the condition that existed prior to such Alteration or Permitted Alteration in accordance with all applicable laws, statutes, building codes, and regulations in effect as of the date of such restoration. Notwithstanding the foregoing, if requested by Tenant at the time Tenant (A) requests ▇▇▇▇▇▇▇▇’s consent to the Alteration in question or (B) provides written notice of any Permitted Alteration, Landlord shall notify Tenant concurrently with its consent to the Alteration, or within thirty (30) days after Landlord receives written notice of a Permitted Alteration, whether Landlord will require Tenant to remove such Alteration or Permitted Alteration upon the expiration or earlier termination of this Lease. Unless Landlord requires removal or Tenant elects to remove the same prior to the expiration of the term, all Alterations and Permitted Alterations made by or on behalf of Tenant after the Commencement Date (excluding Tenant’s Property), shall become a part of the Premises and belong to Landlord upon the expiration or earlier termination of this Lease. Any Tenant’s Property or other moveable furniture and equipment or trade fixtures belonging to anyone claiming through Tenant remaining on the Premises at the expiration or other termination of the term shall be disposed of at Tenant’s sole expense, in accordance with applicable law by Landlord unless promptly removed by Tenant. If, during the term, any Alteration of the Premises is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon order of any public authority with respect to Tenant’s particular use of the Premises or any Alterations or Permitted Alterations made by or on behalf of Tenant after the completion of any the Tenant Improvements, such Alteration shall be promptly made by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense. If, will make all Alterations on during the term, any Alteration to the Common Area, the Premises which may be necessary or to the Project is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except for Landlordwithout regard to Tenant’s particular use or an Alteration or Permitted Alteration made by or on behalf of Tenant, its agents, employees or contractors. Before commencing any Alterations (aLandlord shall make such Alteration(s) plans and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond as provided in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesparagraph 16.

Alterations. Subject to the provisions of this Article 6, Tenant shall not at any time during the Term of this Lease have no right to make any openings in the roof changes, alterations or exterior walls of the Building or make any alteration, addition or improvement to the Premises additions (collectively, “Alterations”) to the Improvements at any single Demised Property that involve structural changes or any portion thereof withoutthat cost in the aggregate in excess of US$50,000.00 per Demised Property, which amount shall be adjusted annually in proportion to increases in the CPI, in each instance, the case without prior written consent of Landlord, which Landlord which consentagrees it will not withhold unreasonably; provided, however, in no event shall any Alterations be made that, after completion, would: (i) reduce the value of the Improvements as they existed prior to non-the time that said Alterations are made; or (ii) adversely affect the structural or non-systems repairsintegrity of the Improvements; provided further, that Landlord shall not be unreasonably withheldwithhold its consent (1) to any Alterations (“Required Alterations”) that (x) have been approved by all applicable Governmental Authorities, (y) are required by the franchisor of the applicable Permitted Restaurant Brand, and (z) otherwise comply with subsections (i) and (ii) above, and (2) provided that no Default has occurred and is continuing. Notwithstanding the preceding sentenceTenant shall not install any underground storage tanks and any above ground storage tanks shall include secondary containment sufficient to prevent spills, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration overfills or tank ruptures from causing a release to the Premises for which Landlord’s consent is required environment. Any and all Alterations made by Tenant shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenat Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of construction, including Alterations that cost less than US$50,000.00 per Demised Property, which amount shall be adjusted annually in proportion to increases in the CPI (but excluding Minor Projects), Tenant shall deliver promptly to Landlord detailed cost estimates for any such proposed Alterations, as well as all drawings, plans and other information regarding such Alterations (such estimates, drawings, plans and other information are collectively referred to herein as the “Alteration Information”). Notwithstanding the foregoing, in no event shall Tenant have an obligation to provide any Alteration Information to Landlord for its review and approval as to Required Alterations. Landlord’s review and/or approval (if required) of any Alteration Information shall in no event constitute any representation or warranty of Landlord regarding (x) the compliance of any Alteration Information with any applicable Law, (y) the presence or absence of any defects in any Alteration Information, or (z) the safety or quality of any of the Alterations constructed in accordance with any plans or other Alteration Information. Landlord’s review and/or approval of any of the Alteration Information shall not preclude recovery by Landlord against Tenant based upon the Alterations, the Alteration Information, or any defects therein. In making any and all Alterations, Tenant also shall comply with all of the following conditions: (a) No Alterations shall be undertaken until Tenant shall have (i) procured and paid for, so far as the same may be required, all necessary permits and authorizations of all Governmental Authorities having jurisdiction over such Alterations, and (ii) delivered to Landlord at least fifteen (15) days prior to commencing any such Alterations written evidence acceptable to Landlord, in its reasonable discretion, of all such permits and authorizations. Landlord shall, to the extent necessary (but at no cost, expense, or risk of loss to Landlord), join in the application for such permits or authorizations whenever necessary, promptly upon written request of Tenant. (b) Any and all structural Alterations of the Improvements shall be performed pursuant to a consulting agreement with an architect and/or structural engineer reasonably acceptable to Landlord. (c) Except for Minor Projects, Tenant shall notify Landlord at least fifteen (15) days prior to commencing any Alterations, and Tenant shall permit Landlord access to the relevant Demised Properties in order to post and keep posted thereon such notices as may be provided or required by applicable Law to disclaim responsibility for any construction activityon the relevant Demised Properties. (d) Any and all Alterations shall be conducted and completed in a commercially reasonable time period, certificates in a good and workmanlike manner, and in compliance with all applicable Law, municipal ordinances, building codes and permits, and requirements of all Governmental Authorities having jurisdiction over the relevant Demised Properties, and of the local Board of Fire Underwriters, if any; and, upon completion of any and all Alterations, Tenant shall obtain and deliver to Landlord a copy of the amended certificate of occupancy for the relevant Demised Properties, if required under applicable Law or by any Governmental Authority. If any Alterations involve the generation, handling, treatment, storage, disposal, permitting, abatement or reporting of Hazardous Materials, Tenant shall prepare and retain any and all records, permits, reports and other documentation necessary or advisable to document and evidence all such Hazardous Materials were handled in compliance with applicable Law. To the extent reasonably practicable, any and all Alterations shall be made and conducted so as not to disrupt Tenant’s business. (e) The cost of any and all Alterations shall be promptly paid by Tenant so that the Demised Properties at all times shall be free of any and all liens for labor and/or materials supplied for any Alterations subject to the next succeeding sentence. In the event any such lien shall be filed, Tenant shall, within five (5) days after receipt of notice of such insurance coverages shall be lien, deliver written notice to Landlord thereof, and Tenant shall, within thirty (30) days after receipt of notice of such lien, discharge the same by bond or payment of the amount due the lien claimant. Tenant may in good faith contest any such lien provided that within such thirty (30) day period Tenant provides Landlord with a surety bond or other form of security reasonably acceptable to Landlord, protecting against said lien. Before commencing any Alteration, Tenant shall provide Landlord promptly with evidence satisfactory to Landlord that all contractors, subcontractors or materialmen have been paid in full with respect to such Alterations and that their lien rights have been waived or released. In the event Tenant fails to either discharge such lien or protect against such lien in accordance with the foregoing, then Landlord shall have the option (but not the obligation) to pay such lien or post a written certification that the Alteration does not have any adverse environmental impact on the premisesbond to protect against such lien and pass through such costs to Tenant as Additional Rent.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings alterations in the roof or exterior walls of the Building or make any alteration, addition or improvement additions to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the premises without Landlord's prior written consent of Landlord which consentin each and every instance, as to non-structural or non-systems repairsand, if such consent be sought, shall not be unreasonably withheld. Notwithstanding comply, before any work is done or any materials are delivered on the preceding sentencepremises or into the building in which the premises is located, Tenant may make non-structural Alterations without obtaining with Landlord’s prior written consent's request for plans, provided the total cost specifications, names of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence contractors, copies of contracts, necessary permits, and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required indemnification against liens, costs, damages and expense of all kinds, and shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable submit to Landlord, evidencing workmen’s compensation coverage's supervision over operations during construction. Tenant shall notify Landlord in writing at least five (5) days in advance of commencement of construction in order to give Landlord time to post Notices of Non-responsibility, and Tenant shall keep the premises free of any liens or encumbrances in any event. Tenant shall carry adequate liability insurance coverage in amounts satisfactory to Landlord and protecting protect Landlord against public liability any and property all damage to or loss suffered by anyone resulting from any person such alterations or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed construction work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant said insurance policy or policies shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming name Landlord as an additional insured insured. All additions, hardware, fixtures or improvements, temporary or permanent, except movable furniture and providing liability coverage during equipment belonging to Tenant, in or upon the premises, whether installed by Tenant or Landlord, shall be Landlord's property and shall remain upon the premises upon termination of the term of this lease by lapse of time or otherwise, all phases of construction includingwithout compensation, without limitation: (a) contractor’s allowance or credit to Tenant. Tenant shall have the right to remove said movable furniture and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior equipment belonging to Tenant prior to the commencement termination of the term or Tenant's right of possession only if Tenant is then not in default. Landlord shall have a lien on said moveable furniture and equipment to secure the performance of Tenant's covenants hereunder, but such lien shall not deprive Landlord of the right to attachment or any construction activityother creditor's rights given by law in the absence of security, certificates of such insurance coverages shall be or other remedies provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesin this lease.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof alterations, improvements, or exterior walls additions of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”"Alteration") or any portion thereof without, without Landlord's advance written consent in each and every instance, the prior written which consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld; provided, however, that Landlord may, 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 preceding sentenceforegoing, Tenant may make minor non-structural Alterations without obtaining Landlord’s prior written consentstructural, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars permanent decorations ($20,000.00specifically excluding painting or carpeting) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in without Landlord's prior consent. In the aggregate per calendar year. No Alteration event Tenant desires to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide first submit to Landlord with a plans and specifications therefor and obtain Landlord's written certification that approval thereof prior to commencing any such work. 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 or Tenant in or upon the Premises 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 does upon expiration of the term of this Lease or any extension period, if extended. Landlord shall serve such writing upon Tenant regarding the removal of an Alteration not have later than ninety (90) days prior to the expiration of the term of this Lease or extension period, if extended, and Tenant shall thereafter remove such Alteration as herein required, repair any adverse environmental impact on damage caused by such removal and restore the premisesPremises to the condition specified in Section 10 of this Lease.

Alterations. Tenant shall You agree that you will not at any time during the Term of this Lease make any openings in the roof alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectivelyincluding, “Alterations”without limitation, the roof and wall penetrations) or any portion thereof without, in each instance, without the prior written consent of Landlord (or the consent given in this Lease if some other provision of this Lease expressly grants such consent), which consent, as to non-structural or non-systems repairs, shall consent will not be unreasonably withheld, delayed or conditioned. Notwithstanding If Landlord shall consent to any alterations, additions or improvements proposed by you, you shall construct the preceding sentencesame in accordance with all governmental laws, Tenant ordinances, rules and regulations and all requirements of Landlord's and your insurance policies and only in accordance with plans and specifications approved by Landlord; and any contractor or person selected by you to make the same, or, at Landlord's option and discretion, the alterations, additions or improvements (other than cosmetic alterations) shall be made by Landlord for your account and you shall fully reimburse Landlord for the entire cost thereof. You may, without the consent of Landlord, but at your own cost and expense and in good workmanlike manner erect such shelves, bins, machinery and other trade fixtures as you may make non-structural Alterations deem advisable, without obtaining altering the basic character of the Building and without overloading the floor or damaging the Building, and in each case after complying with all applicable governmental laws, ordinances, regulations and other requirements. All shelves, bins, work stations, terminals, cabling, machinery and trade fixtures installed by you or on your behalf may be removed by you prior to the termination of this Lease if you so elect, and shall be removed by the date of termination of this Lease or upon earlier vacating of the Premises if required by Landlord’s prior written consent, provided the total cost of ; upon any such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration removal you agree to repair any damage caused to the Premises for which Landlord’s consent is required by such removal. All such removals and restoration shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done accomplished in a good and workmanlike manner so as not to damage the primary structure or structural quality of the Building. Notwithstanding the foregoing, you may make without Landlord's prior consent but only after written notice to Landlord, non-structural alterations which, in compliance with the aggregate, do not exceed $50,000. As to any applicable governmental lawalteration that does not require Landlord's consent, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish you will provide Landlord with a copy advance notification of the “as built” plans covering such constructionmaking of the alteration. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval You shall not be unreasonably withheld or delayed; (b) Tenant shall furnish required to Landlord an estimate of remove the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesInterior Modifications.

Alterations. Tenant shall be allowed to make reasonable alterations to the Property provided any such alterations are in accordance with all applicable building codes, are approved by Landlord IN WRITING and IN ADVANCE, which approval shall not unreasonably be withheld or delayed. All additions, or improvements affixed to the building by Tenant including carpeting, tile or other floor covering, wall covering, ceiling tile, etc. made with or without Landlord's written consent shall become part of the Property, and the property of Landlord upon installation or shall be removed by Tenant at the expiration or earlier termination of the Lease, at Landlord's election made by Landlord in writing to Tenant within five (5) days of the time any such additions or alterations shall have been approved by Landlord in accordance with this Section 11, or, if such additions or alterations are of a type that do not require Landlord's prior written approval, as provided below, then within five (5) days of written notice to Landlord that Tenant will undertake such additions or alterations, provided that if Landlord shall have failed to make such election, Tenant shall have the right either to remove any such additions or alterations at the end of the Term and, at Tenant's expense, make any restoration or repair required as a consequence of such removal, or to abandon any such additions or improvements, whereupon they shall remain as part of the Property. Trade fixtures and office furniture shall be installed so as to be readily removable without injury to the Property or any injury caused by said removal shall be repaired immediately at Tenant's expense. Said trade fixtures shall be removed from the Property before the end of this Lease or shall be deemed abandoned by Tenant. Tenant shall not at install or maintain any time equipment, partitions, furniture, etc. which the weight or the operation of which would tend to injure or be detrimental to the Property. Notwithstanding the foregoing, Landlord's consent shall not be required with respect to alterations that (a) cost less than $50,000.00 on a per-project basis (which $50,000.00 amount shall be deemed to increase annually during the Term of this Lease make any openings in based upon CPI), (b) do not affect the roof building's systems, structural components, or exterior walls (other than to a de minimus extent), and (c) do not adversely affect the market value or utility of the Building or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheldProperty. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining All other alterations require Landlord’s 's prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar yearwhich shall not unreasonably be withheld or delayed. No Alteration to the Premises for which Landlord’s consent is required In any event, all alterations by Tenant shall be commenced by Tenant until Tenant has furnished Landlord performed with a satisfactory certificate or certificates from an insurance company acceptable to Landlorddue diligence, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner consistent with industry standards in the Charleston, South Carolina area for design and construction of first-class office buildings, in compliance with all laws (including any applicable governmental law▇▇▇▇▇▇ Island restrictions), statute, ordinance or regulationand shall be promptly paid for by Tenant. Upon completion of any Alteration All alterations requiring Landlord's approval hereunder shall be made by Tenant hereunder, Tenant shall furnish Landlord with under the supervision of an engineer or architect and by a copy of the “as built” plans covering such construction. Tenant, at its sole cost general contractor and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) pursuant to plans and specifications therefor, prepared by a licensed architect, shall be submitted to and reasonably approved by Landlord. Notwithstanding anything in this Section 11, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) in all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, events Tenant shall provide Landlord with written notice of its intention or desire to make additions or alterations to the Property, such notice to set out in reasonably specific detail the nature and extent of such additions or improvements. In all events, upon request from Landlord, Tenant shall promptly provide to Landlord a written certification that the Alteration does not have copy of Tenant's construction plans, specifications, and budget for any adverse environmental impact on the premisesproposed additions or alterations.

Alterations. Tenant shall not make any alterations to the Premises or any other aspect of the Project, without Landlord's prior written consent, which consent Landlord may withhold in its reasonable but subjective discretion. All permitted alterations must be performed in compliance with Landlord's standard rules and regulations regarding alterations. All alterations will become the property of Landlord and will remain upon and be surrendered with the Premises at any time during the end of the Term of this Lease make Lease; provided, however, Landlord may require Tenant to remove any openings in or all alterations at the roof or exterior walls end of the Building Term of this Lease. If Tenant fails to remove by the expiration or make any alterationearlier termination of this Lease all of its personal property, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof withoutalterations identified by Landlord for removal, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenantmay, at its option, treat such failure as a hold-over pursuant to Subparagraph 11(b) above, and/or Landlord may (without liability to Tenant for loss thereof) treat such personal property and/or alterations as abandoned and, at Tenant's sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans expense and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory addition to Landlord's other rights and remedies under this Lease, at law or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitationequity: (a) contractor’s remove and owners protectionstore such items; and/or (b) blanket contractual upon ten (10) days' prior notice to Tenant, sell, discard or otherwise dispose of all or any such items at private or public sale for such price as Landlord may obtain or by other commercially reasonable means. Tenant shall be liable for all costs of disposition of Tenant's abandoned property and Landlord shall have no liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverageto Tenant with respect to any such abandoned property. Prior Landlord agrees to apply the commencement proceeds of any construction activitysale of any such property to any amounts due to Landlord under this Lease from Tenant (including Landlord's attorneys' fees and other costs incurred in the removal, certificates storage and/or sale of such insurance coverages shall items), with any remainder to be provided paid to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesTenant.

Alterations. (a) Tenant shall not make no alterations, additions or improvements in or to the Premises without Landlord's prior written consent, and then only by contractors or mechanics approved by Landlord. Tenant agrees that there shall be no construction or partitions or other obstructions which might interfere with Landlord's free access to mechanical installations or service facilities of the Building or Project or interfere with the moving of Landlord's equipment to or from the enclosures containing said installations or facilities. All such work shall be done at such times and in such manner as Landlord may from time to time designate. Tenant covenants and agrees that all work done by Tenant shall be performed in full compliance with all laws, rules, orders, ordinances, regulations and requirements of all governmental agencies, offices, and boards having jurisdiction, and in full compliance with the rules, regulations and requirements of the Insurance Service Offices formerly known as the Pacific Fire Rating Bureau, and of any similar body. Before commencing any work, Tenant shall give Landlord at least ten days written notice of the proposed commencement of such work and shall, if required by Landlord, secure at Tenant's own cost and expense, a completion and lien indemnity bond, satisfactory to Landlord, for said work. Tenant further covenants and agrees that any mechanic's lien filed against the Premises or against the Building or Project for work claimed to have been done for, or materials claimed to have been furnished to, Tenant will be discharged by Tenant, by bond or otherwise, within ten days after the filing thereof, at the cost and expense of Tenant. All alterations, additions or improvements upon the Premises made by either party, including (without limiting the generality of the foregoing) all wallcovering, built-in cabinet work, paneling and the like, shall, unless Landlord elects otherwise, become the property of Landlord, and shall remain upon, and be surrendered with the Premises, as a part thereof, at the end of the term hereof, except that Landlord may, by written notice to Tenant, require Tenant to remove all partitions, counters, railings and the like installed by Tenant, and Tenant shall repair all damage resulting from such removal or, at Landlord's option, shall pay to Landlord all costs arising from such removal. (b) All articles of personal property and all business and trade fixtures, machinery and equipment, furniture and movable partitions owned by Tenant or installed by Tenant at its expense in the Premises shall be and remain the property of Tenant and may be removed by Tenant at any time during the Term lease term when Tenant is not in default hereunder. If Tenant shall fail to remove all of its effects from the Premises upon termination of this Lease make for any openings cause whatsoever, Landlord may, at its option, remove the same in any manner that Landlord shall choose, and store said effects without liability to Tenant for loss thereof. In such event, Tenant agrees to pay Landlord upon demand any and all expenses incurred in such removal, including court costs and attorneys' fees and storage charges on such effects for any length of time that the roof same shall be in Landlord's possession. Landlord may, at its option, without notice, sell said effects, or exterior walls any of the Building or make any alterationsame, addition or improvement to at private sale and without legal process, for such price as Landlord may obtain and apply the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost proceeds of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by sale upon any amounts due under this Lease from Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off upon the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior expense incident to the commencement removal and sale of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisessaid effects.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make permit to be made any alteration, addition modification, substitution or improvement other change of any nature to the mechanical, electrical, plumbing, HVAC, and sprinkler systems within or serving the Leased Premises. Tenant shall not make or permit any other improvements, alterations, fixed decorations, substitutions, or modifications, structural or otherwise, to the Leased Premises or the Office Building (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord Landlord, which consent, as to non-structural or non-systems repairs, shall consent may not be unreasonably withheld, any such consent to also include the conditions under which the Alterations may be made. Notwithstanding Alterations shall include, but not be limited to, the preceding sentenceinstallation or modification of carpeting, Tenant may make non-structural walls, partitions, counters, doors, shelves, lighting fixtures, hardware, locks, ceiling, window, and wall covering. All such Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmenmade at Tenant’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act contractors or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and subcontractors approved by Landlord, which approval shall not be unreasonably withheld and only after (i) Landlord (or delayed; Tenant) has obtained, on behalf of Tenant, any necessary permits from governmental authorities and (bii) Tenant shall furnish has submitted complete plans and specifications to Landlord an estimate with respect to the Alterations and Landlord has approved them. Landlord shall, at Tenant’s expense, supervise the making of any Alterations by Tenant. If any mechanic’s lien is filed against the Leased Premises of the Office Building for work or materials furnished to Tenant, the lien shall be discharged by Tenant within ten (10) days thereafter, solely at Tenant’s expense, by either paying off or bonding the lien. Should Tenant fail to discharge any lien with ten (10) days of its filing, 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 corrected or removed by Landlord, and Tenant shall, on demand, pay the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for removal as Additional Rent. The work relating to any proposed work shall be submitted to and approved by Landlord, which approval Alterations shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlordinterfere with, or such cause annoyance to, any other security reasonably satisfactory to Landlord to insure payment for tenants of the completion Office Building or disrupt any access to, or use of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesCommon Areas.

Alterations. (a) Landlord shall deliver the Premises to Tenant in its "as-is" condition on the Commencement Date. Tenant acknowledges that Landlord shall have no obligation to alter or refurbish the Premises or to construct any improvements or alterations in the Premises for Tenant's benefit. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make suffer to be made any alteration, addition or improvement to or of the Premises (collectively, “Alterations”) or any portion part thereof without, in each instance, (collectively referred to herein as "alterations") without (i) the prior written consent of Landlord Landlord, which consent shall not be unreasonably withheld or delayed, (ii) a valid building permit issued by the appropriate governmental authority if required by law, and (iii) otherwise complying with all applicable laws, regulations and requirements of governmental agencies having jurisdiction and with the rules, regulations and requirements of any board of fire underwriters or similar body. Notwithstanding the foregoing, Tenant may make alterations to the Premises that are nonstructural and do not affect the electrical, mechanical or heating, ventilation and/or air conditioning systems, at Tenant's sole cost and expense, in an amount not to exceed Ten Thousand Dollars ($10,000.00) per year, without Landlord's prior written consent, but subject to compliance with all the other terms and conditions set forth in this Paragraph 8. Landlord's consent to any requested alteration shall not create on the part of Landlord or cause Landlord to incur any responsibility or liability for such alteration's compliance with all laws, rules and regulations of federal, state, county, municipal and other governmental authorities. Any alteration made by Tenant (excluding moveable furniture and trade fixtures not attached to the Premises) shall at once become a part of the Premises and belong to Landlord. Without limiting the foregoing, all heating, lighting, electrical (including all wiring, conduit, outlets, drops, ▇▇▇▇ ducts, main and subpanels), air conditioning, partitioning (other than movable partitions installed by Tenant), drapery and carpet installations made by Tenant, regardless of how attached to the Premises, together with all other alterations that have become an integral part of the Project in which the Premises are a part, shall be and become part of the Premises and belong to Landlord upon installation and shall not be deemed trade fixtures, and shall remain upon and be surrendered with the Premises at the termination of the lease. If Landlord consents to the making of any alteration by Tenant, the same shall be made by Tenant at its sole risk, cost and expense and only after Landlord's written approval of any contractor or person selected by Tenant for that purpose, which approval shall not be unreasonably withheld or delayed and the same shall be made at such time and in such manner as Landlord may reasonably from time to non-structural time designate. If the cost of any alteration will exceed One Hundred Thousand Dollars ($100,000.00), Tenant shall, if required by Landlord, secure at Tenant's cost a completion and lien indemnity bond for such work. Upon Tenant's written request at the time Landlord consents to any alteration as provided herein, Landlord shall notify Tenant whether Landlord requires such alteration to be removed upon the expiration of the term of this Lease. Unless Landlord has notified Tenant otherwise at the time Landlord consents to the alterations, upon the expiration or non-systems repairssooner termination of the term, Landlord may, at Landlord's sole option, require Tenant, at Tenant's sole cost and expense, to promptly both remove such alterations made by Tenant and repair any damage to the Premises caused by such removal, and restore the 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 date of such restoration. Any moveable furniture and equipment or trade fixtures remaining on the Premises at the expiration or other termination of the term shall become the property of the Landlord unless promptly removed by Tenant. (b) Landlord and Tenant acknowledge that Tenant intends to construct certain improvements to the Premises ("Initial Alterations"). All Initial Alterations shall be constructed in accordance with this paragraph 8. Prior to commencement of the Initial Alterations, Tenant shall deliver the plans and specifications therefor to Landlord for written approval, which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall respond to Tenant's request for approval of Tenant's plans and specifications within fifteen (15) business days after receipt thereof. If Landlord does not approve Tenant's plans and specifications, Landlord shall notify Tenant of its objection thereto in writing. Landlord and Tenant shall thereafter work cooperatively and in good faith to reach agreement upon mutually acceptable plans and specifications. Landlord shall inform Tenant at the time Landlord approves the Initial Alterations whether the Initial Alterations or any portion thereof must be removed at the expiration of the term of the Lease. If Landlord designates any Initial Alterations for removal, Tenant shall remove such Initial Alterations prior to the expiration or earlier termination of the Lease, repair any damage to the Premises caused by such removal, and restore the Premises or portion thereof where such Initial Alterations were removed in accordance with all applicable laws, statutes, building codes and regulations in effect as of the date of such restoration. Tenant shall engage a licensed California contractor, subject to Landlord's reasonable approval, to construct the Initial Alterations. (c) Landlord shall provide Tenant an allowance ("Allowance") in an amount equal to One Hundred Two Thousand Nine Hundred Ten Dollars ($102,910) (based on Five Dollars ($5) per square foot in the Premises) to be applied toward the Initial Alterations in accordance with all of the terms and provisions of this paragraph 8. The Allowance shall only be used to reimburse Tenant for Initial Alterations to the Premises which shall, subject to Landlord's right to cause removal thereof in accordance with paragraph 8(b), become part of the Premises and remain in the Premises upon the expiration or earlier termination of the lease or to refurbish existing improvements that will remain in the Premises upon the expiration or earlier termination of the lease. Tenant shall not be permitted to use the Allowance for furniture, trade fixtures, equipment or other personal property which Tenant would be permitted to remove from the Premises upon the expiration or earlier termination of the Lease. Tenant may request disbursements from the Allowance in writing not more frequently than once a month. Landlord shall not be obligated to make any disbursements from the Allowance if there exists a condition, event or act which would constitute a default by Tenant under this Lease beyond any applicable cure period. Each request for disbursement shall be accompanied by: (i) a written request for disbursement itemizing each cost for which payment is requested, in form and content reasonably acceptable to Landlord; (ii) conditional lien releases, in form and content reasonably satisfactory to Landlord, from all persons and entities providing work or materials covered by such requests; (iii) unconditional lien releases from all persons or entities providing work or materials who were paid out of the prior disbursements; (iv) invoices, vouchers, statements, affidavits and/or other documents in a form reasonably acceptable to Landlord which substantiate and justify the disbursement requested; and (v) such other documentation reasonably requested by Landlord. Within thirty-five (35) days after Landlord's receipt of each fully completed disbursement request, Landlord shall pay the portion of the Allowance sought to be disbursed directly to the Tenant or the contractors and the subcontractors, laborers, or suppliers entitled thereto. Notwithstanding the preceding sentenceforegoing, Landlord shall have no further obligation to disburse any amounts from the Allowance from and after June 30, 1998. In addition, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) shall not be entitled to any rent reduction or credit in the aggregate per calendar year. No Alteration to event that the Allowance or any portion thereof remains unused for any reason whatsoever. (d) If during the term any alteration, addition or change of the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statuteregulation, ordinance or regulation. Upon completion order of any Alteration by Tenant hereunderpublic authority, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will shall promptly make all Alterations on the same. If during the term any alterations, additions or changes to the Common Area or to the Project in which the Premises which may be necessary is located is required by the act law, regulation, ordinance or neglect order of any other person or corporation (public or private)quasi-public authority, except and it is impractical in Landlord's judgment for Landlordthe affected tenants to individually make such alterations, its agentsadditions or changes, employees Landlord shall make such alterations, additions or contractors. Before commencing any Alterations (a) plans changes and specifications therefor, prepared by a licensed architect, the cost thereof shall be submitted to a common area charge and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish pay its percentage share of such cost to Landlord an estimate as provided in paragraph 16. Notwithstanding the foregoing, Landlord shall be responsible, at Landlord's sole cost and expense, for any alterations, additions or improvements which are necessary to cause the common area or the exterior of the cost Project to comply with the Americans with Disabilities Act of 1990 and all regulations promulgated thereunder to the extent such compliance was required as of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion date of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesthis Lease.

Alterations. Except as otherwise provided herein, after Completion of Tenant’s Work, Tenant shall not at make or cause to be made any time during the Term of this Lease make any openings alterations, additions, renovations, improvements or installations in the roof or exterior walls of the Building or make any alteration, addition or improvement to the Leased Premises (collectively, hereinafter singularly referred to as an “Alteration” and collectively as “Alterations”) or any portion thereof without, in each instance, the without Landlord’s prior written consent of Landlord which consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the preceding sentenceforegoing or anything to the contrary contained elsewhere in this Lease, Tenant may make non-structural or cause to be made any Alteration without Landlord’s consent provided that such Alteration does not (a) alter, impair or modify the structure or base Building systems, (b) materially change the floor area, total volume or height of the Building, (c) modify in any material respect the basic character and function of the Building, (d) materially modify the external appearance of the Building, (e) increase the overall square footage of enclosed building space on the Leased Premises or (f) cost in excess of $1,000,000.00 individually or in the aggregate in any 12 month period. Notwithstanding the foregoing, Tenant shall have the right, at any time and from time to time, as often and frequently as Tenant wishes, to make Alterations to the interior of the Building that are cosmetic in nature, including without limitation, painting and carpeting, as Tenant in Tenant’s sole and absolute discretion shall deem necessary or desirable, without the necessity of notifying Landlord thereof or securing Landlord’s permission or consent therefor. In the event of an emergency which threatens life, safety or property, Tenant shall have the right to make all necessary repairs and/or Alterations without obtaining Landlord’s consent which are reasonably required to ▇▇▇▇▇ the emergency. Notwithstanding the foregoing or anything to the contrary contained elsewhere in this Lease, Tenant shall not install any fencing on the Leased Premises without Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld withheld, conditioned or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.

Alterations. Subsequent to the completion of the Leasehold Improvements as set forth in Exhibit “B”, if any, Tenant shall not make or suffer to be made any alterations, additions, or improvements in, on or to the Premises, or any part thereof, without the prior written consent of Landlord; and any such alterations, additions, or improvements in, on or to said Premises, except for Tenant’s fixtures, movable furniture and equipment, shall immediately become Landlord’s property at any time during the Term of this Lease make any openings in the roof or exterior walls end of the Building Lease Term, to remain on the Premises without compensation to Tenant. In the event Landlord consents to the making of any such alterations, additions, or improvements by Tenant, the same shall be made at Tenant’s sole cost and expense, in accordance with plans and specifications approved by Landlord, and any contractor or person selected by Tenant to make any the same, and all subcontractors, must first be approved in writing by Landlord, or, at Landlord’s option, the alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced made by Landlord for Tenant’s account and Tenant until Tenant has furnished shall reimburse Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off for the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationcost thereof upon demand. Upon completion the expiration or sooner termination of any Alteration by Tenant hereunderthe term herein provided, Tenant shall furnish upon demand by Landlord, at Tenant’s sole cost and expense forthwith and with all due diligence remove any or all alterations, additions, or improvements made by or for the account of Tenant, designated by Landlord to be removed, and Tenant shall forthwith and with a copy of the “as built” plans covering such construction. Tenantall due diligence, at its sole cost and expense, will make all Alterations on repair and restore the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, to its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesoriginal condition.

Alterations. Tenant shall may not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any improvement, alteration, addition or improvement change to the Premises or to any mechanical, plumbing or HVAC facilities or other systems serving the Premises (an “Alteration”) without Landlord’s prior consent, which consent shall be requested by Tenant not less than 30 days before commencement of work and shall not be unreasonably withheld by Landlord, provided it shall be deemed reasonable for Landlord to withhold its consent to any Alteration which could adversely affect the Base Building or is visible from the exterior of the Building (collectively, “Significant Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld). Notwithstanding the preceding sentenceforegoing, Tenant may shall be permitted to make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total that such Alterations (a) cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration project and do not constitute Significant Alterations hereunder (“Minor Alterations”), and (b) prior to the Premises for which Landlord’s consent is required shall be commenced by commencing any such Alterations, Tenant until Tenant has furnished provides Landlord with not less than ten (10) business days’ prior written notice thereof, which shall include a satisfactory certificate or certificates from an insurance company acceptable copy of any governmental permits required to complete such Alterations. For any Significant Alterations and for any Minor Alterations that require governmental approvals, (a) Tenant, before commencing work, shall deliver to Landlord, evidencing workmenand obtain Landlord’s compensation coverageapproval of, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (b) Landlord, in its discretion, may require Tenant to obtain security for performance satisfactory to Landlord; (c) all contracts for any proposed work Tenant shall be submitted deliver to and approved Landlord “as built” drawings (in CAD format, if requested by Landlord), which approval shall not be unreasonably withheld or delayedcompletion affidavits, full and final lien waivers, and all governmental approvals; and (d) Tenant shall either furnish to pay Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which upon demand (i) Landlord’s consent shall be required shall obtain commercial general liabilityreasonable out-of-pocket expenses incurred in reviewing the work, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases (ii) a coordination fee equal to 3% of construction includingthe cost of the work; provided, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and however, that this clause (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior shall not apply to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesImprovements.

Alterations. Tenant shall not at make or suffer to be made any time during alterations, additions, or improvements, including, but not limited to, the Term attachment of this Lease make any openings in the roof fixtures or exterior walls of the Building equipment in, on, or make any alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion part thereof without, or the making of any improvements in each instance, excess of $5,000.00 non-structural as required by Article 7 without the prior written consent of Landlord Landlord, which consentmay be withheld in Landlord's Reasonable discretion. Any alteration, additions or improvements to be done by Tenant as to non-structural part of Tenant's initial occupancy shall be specified in Exhibit B. Any alteration, addition, or non-systems repairsimprovement in, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration on or to the Premises for which Landlord’s consent is required including carpeting, but excepting movable furniture and personal property of Tenant removable without material damage to the properly or the Premises, shall be commenced and remain the property of Tenant during the Term but shall, unless Landlord elects otherwise, become a part of the realty and belong to Landlord without compensation to Tenant upon the expiration or sooner termination of the Term and title shall pass to Landlord under this Lease as by a bill of sale. When applying for such consent, Tenant shall, if requested by Landlord, furnish complete plans and specifications for such alterations, additions and improvements. In the event landlord consents to the making of any such alteration, addition, or improvement by Tenant, at ▇▇▇▇▇▇'s sole cost and expense. All alterations, additions or improvements proposed by Tenant until shall be constructed in accordance with all government laws, ordinances, rules and regulations and Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable shall, prior to construction, provide such assurances to Landlord, evidencing workmen’s compensation coverageincluding but not limited to, waivers of lien, surety company performance bonds and insurance coverage personal guaranties of individuals of substance, as Landlord shall require to assure payment of the costs thereof and to protect landlord against any loss from any mechanics', materialmen's or other liens. Tenant shall pay in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage addition to any person sums due pursuant to Article 4 above any increase in real estate taxes attributable to any such alteration, addition, or propertyimprovement for so long, on or off the Premises, arising out of and during the making of Term, as such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationincrease is ascertainable. Upon completion the expiration or sooner termination of any Alteration by Tenant hereunderthe Term as herein provided, Tenant shall furnish upon demand by Landlord, at Tenant's sole cost and expense, forthwith and with all due diligence remove any such alterations, additions or improvements which are designated by Landlord to be removed, and Tenant shall forthwith and with a copy of the “as built” plans covering such construction. Tenantall due diligence, at its sole cost and expense, will make all Alterations on the repair and restore Premises which may be necessary to their original condition, reasonable wear and tear and loss by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared casualty covered by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premisesArticle 23 excepted.

Alterations. Tenant shall not at any time during the Term of this Lease agrees that it will make any openings in the roof no alterations, additions or exterior walls of the Building or make any alteration, addition or improvement improvements to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, without the prior written consent of Landlord which consent, as (not to non-structural or non-systems repairs, shall not be unreasonably withheld) and that all alterations, additions or improvements made by or for Tenant, including, without limitation, any and all subdividing partitions, walls or railings of whatever type, material or height, excepting movable office furniture installed at the expense of Tenant, shall, when made, become the property of Landlord and shall remain upon and be surrendered with the Premises as a part thereof at the end of the Term, unless Landlord shall notify Tenant to remove same, in which latter event Tenant shall remove such property and restore the Premises to the same condition as it existed prior to the Commencement Date, normal wear and tear excepted. Notwithstanding Tenant shall not core drill or in any other manner attempt to penetrate or penetrate the preceding sentence, Tenant may make non-structural Alterations floors of the Buildings without obtaining permission of Landlord’s prior written consent, provided . In the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration event that Tenant constructs any improvements to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out then those improvements must be constructed (a) using, at least, finishes which are standard to the Buildings and according to plans and specifications and using only contractors and subcontractors approved by Landlord in advance, and (b) in compliance with all applicable laws, ordinances, rules, building codes, and regulations of Federal, State, municipal and during county authorities, including, without limitation, the making procurement of such Alterations. Any Alteration by Tenant hereunder shall be done a building permit and (c) in a diligent, good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulationmanner. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with obtain a copy of the “Builders’ Risk Insurance Policy in such amount as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved is reasonably requested by Landlord, which approval shall not be unreasonably withheld or delayed; (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases that such policy will not be canceled without first giving Landlord at least fifteen (15) days prior written notice thereof. Any mechanical or electrical work and any penetration of construction including, without limitation: (a) contractorfloors must be performed by Landlord’s contractors and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory workersubcontractors at Tenant’s compensation coverage and employer’s liability coverageexpense. Prior to the commencement Upon completion of any such construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alterationby Tenant, Tenant shall provide must furnish Landlord with a written certification that complete set of as-built plans and specifications for the Alteration does same. Tenant will not have permit, and will indemnify Landlord and hold it harmless from, any adverse environmental impact on mechanic’s or materialmen’s liens against the premisesPremises in connection with any such improvements.

Alterations. (a) Tenant may install its trade fixtures and equipment in the Premises, provided that the installation and removal of them will not affect any structural portion of the Building. At the expiration or termination of this Lease, Tenant shall not at any time during have the Term right to remove all of this Lease make any openings such trade fixtures and equipment and, in the roof or exterior walls event of such removal, Tenant shall repair any resulting damage and shall restore the Premises to its condition existing prior to such installation. If Tenant elects not to remove any installation, the installation shall remain on the Premises and become the property of Landlord without payment by Landlord. (b) Without the need for Landlord’s prior consent, Tenant may make Alterations in the Premises to the extent that such Alterations do not (i) affect the structure of the Building or any Building System, (ii) affect the exterior appearance of the Building, or (iii) reduce the value of the Building or Premises. Except as provided above in this Subsection 12(b), Tenant shall not make or permit any alteration, addition other Alterations in or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior without first obtaining Landlord’s written consent With respect to any Alterations made by or on behalf of Landlord Tenant which require Landlord’s consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld. Notwithstanding the preceding sentence, conditioned or delayed: (i) not less than ten (10) days prior to commencing any Alteration, Tenant may make non-structural Alterations without obtaining shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord and Landlord’s Agents as additional insureds, (ii) Tenant shall obtain Landlord’s prior written consent, provided the total cost approval of such non-structural Alteration any contractor or subcontractor who is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, perform work on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; withheld, (biii) Tenant the Alteration shall furnish to Landlord an estimate of be constructed with new materials, in a good and workmanlike manner, and in compliance with all Laws and the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and specifications delivered to, and, if required above, approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (div) Tenant shall either furnish to reimburse Landlord a bond for any reasonable out-of-pocket expenses incurred by Landlord in form connection with any review of Tenant’s plans and substance satisfactory to Landlordspecifications by architects, engineers or such other security reasonably satisfactory to professional consultants retained by Landlord to insure payment for the completion extent necessary in light of all work free the Alterations which Tenant desires to make, and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which (v) upon Landlord’s consent shall be required shall obtain commercial general liabilityreasonable request, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction includingTenant shall, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification evidence of Tenant’s ability to pay for the Alterations and evidence of the filing with the Prothonotary of Philadelphia County of appropriate waivers of lien by Tenant’s contractors, suppliers and materialmen. Any Alteration by Tenant shall be the property of Tenant until the expiration or termination of this Lease; at that time the Alteration does not have any adverse environmental impact shall remain on the premisesPremises and become the property of Landlord without payment by Landlord, except that Tenant shall have the right to remove any personal property in the Premises that is not affixed to and made a part of the Premises.

Alterations. Tenant shall not at any time during the Term of this Lease make any openings in the roof or exterior walls of the Building or make any Tenant alteration, addition or improvement to the Premises (collectively, “Alterations”) or any portion thereof without(collectively, "Alterations") without in each instance, the prior written consent of Landlord which consentLandlord; provided, as however, upon notice to, but without the consent of Landlord, Tenant shall have the right to make any Alterations where same are non-structural structural, do not require openings on the roof or non-systems repairsexterior walls of the Improvements, shall do not be unreasonably withheld. Notwithstanding the preceding sentenceaffect any Building system, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars do not exceed FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00) in the aggregate per calendar yearin any twelve (12)-month period. No Alteration to the Premises for which Landlord’s 's consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s 's compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterationsalterations, additions or improvements. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of the “"as built” " plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations Alterations, involving an estimated cost of more than FIFTY THOUSAND AND NO/100 DOLLARS ($50,000.00): (a) plans and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlord, which Landlord (such approval shall not be unreasonably withheld or delayed); (b) Tenant shall furnish to Landlord an estimate of the cost of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liability, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that the Alteration does not have any adverse environmental impact on the premises.;

Alterations. Tenant shall Except for cosmetic Alterations (such as painting, wall covering and floor covering) that (i) are not at any time during visible from the Term exterior of this Lease make any openings in the roof or exterior walls Premises, (ii) do not affect the structure of the Building or any Building System, (iii) do not require penetrations into the floor, ceiling or walls, and (iv) do not require work within the walls, below the floor or above the ceiling, Tenant shall not make or permit any alteration, addition Alterations in or improvement to the Premises (collectively, “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which without first obtaining Landlord’s consent, as to non-structural or non-systems repairs, which consent shall not be unreasonably withheld. Notwithstanding With respect to any Alterations made by or on behalf of Tenant (whether or not the preceding sentenceAlteration requires Landlord’s consent): (i) not less than 10 days prior to commencing any Alteration, Tenant shall deliver to Landlord the plans, specifications and necessary permits for the Alteration, together with certificates evidencing that Tenant’s contractors and subcontractors have adequate insurance coverage naming Landlord, Liberty Property Trust and any other associated or affiliated entity as their interests may make non-structural Alterations without obtaining appear as additional insureds, (ii) Tenant shall obtain Landlord’s prior written consentapproval of any contractor or subcontractor which approval shall not be unreasonably withheld, provided conditioned, or delayed, (iii) the total cost of such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence and less than Fifty Thousand Dollars ($50,000.00) in the aggregate per calendar year. No Alteration to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord constructed with a satisfactory certificate or certificates from an insurance company acceptable to Landlordnew materials, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner manner, and in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration by Tenant hereunder, Tenant shall furnish Landlord with a copy of all Laws and the “as built” plans covering such construction. Tenant, at its sole cost and expense, will make all Alterations on the Premises which may be necessary by the act or neglect of any other person or corporation (public or private), except for Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans and specifications therefordelivered to, prepared by a licensed architectand, shall be submitted to and if required above, approved by Landlord, which approval shall not be unreasonably withheld withheld, conditioned, or delayed; , (biv) Tenant shall furnish to pay Landlord an estimate all reasonable costs and 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, but not to exceed ten percent (10%) of the anticipated cost of the proposed workAlteration, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (dv) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liens. Tenant further agrees that all contractors engaging in any construction activity by and for the benefit of Tenant for which upon Landlord’s consent shall be required shall obtain commercial general liabilityrequest Tenant shall, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: (a) contractor’s and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior prior to the commencement of any construction activity, certificates of such insurance coverages shall be provided to Landlord. Before commencing any Alteration, provide Landlord reasonable security against liens arising out of such construction. Any Alteration by Tenant shall provide be the property of Tenant until the expiration or termination of this Lease; at that time without payment by Landlord with a written certification the Alteration shall remain on the Property and become the property of Landlord unless Landlord gives notice to Tenant to remove it, in which event Tenant will remove it, will repair any resulting damage and will restore the Premises to the condition existing prior to Tenant’s Alteration except for reasonable normal wear and tear. At Tenant’s request prior to Tenant making any Alterations, Landlord will notify Tenant whether Tenant is required to remove the Alterations at the expiration or termination of this Lease. Tenant may install its trade fixtures, furniture and equipment in the Premises, provided that the installation and removal of them will not affect any structural portion of the Property, any Building System or any other equipment or facilities serving the Building or any occupant. Notwithstanding anything herein to the contrary, Tenant is permitted to make Alterations that (i) are not visible from the exterior of the Premises, (ii) do not affect the structure of the Building or the operation of any Building System, (iii) do not require penetrations into the floor, ceiling or walls, (iv) do not require work within the walls, below the floor, or above the ceiling, and (v) cost less than $5,000 for any particular Alteration does not have any adverse environmental impact on (“Minor Alteration”) without the premisesadvance written consent of the Landlord, provided that Tenant advises Landlord of the Minor Alteration prior to commencing the work.

Alterations. (a) Subsequent to the completion of Tenant’s Work, Tenant shall thereafter make all additions, improvements and alterations on the Leased Premises, and on and to the appurtenances and equipment thereof, required on account of Tenant’s particular use of the Leased Premises and required by any governmental authority or which may be made necessary by the act or neglect of Tenant, its employees, agents or contractors, or any persons, firm or corporation claiming by, through or under Tenant. Tenant shall also be entitled to construct non-load bearing partition walls without Landlord’s consent. Except as provided in the immediately preceding sentences, Tenant shall not at any time during the Term of this Lease make create any openings in the roof or exterior walls of the Building walls, or make any alteration, addition other exterior or improvement structural alterations to the Leased Premises (collectively, hereinafter “Alterations”) or any portion thereof without, in each instance, the prior written consent of Landlord which consent, as to non-structural or non-systems repairs, shall not be unreasonably withheld. Notwithstanding the preceding sentence, Tenant may make non-structural Alterations without obtaining Landlord’s prior written consent, provided which consent shall not be unreasonably withheld by Landlord. Any alterations or improvements by Tenant which alter the total location of partition walls, fire walls or other fire protection shall require the prior written consent of the Landlord, which consent shall not be unreasonably withheld. (b) As to any Alterations which Tenant is required hereunder to perform or to which Landlord consents and as to work performed pursuant to Article XVIII hereof, such work shall be performed with new materials, in a w▇▇▇▇▇▇-like manner, strictly in accordance with plans and specifications therefor first approved in writing by Landlord, which approval shall not be unreasonably withheld, and in accordance with all applicable laws and ordinances. Tenant shall, prior to the commencement of such work, deliver to Landlord copies of all required permits, and builders risk (or installation floater) insurance coverage to the extent of the cost of the Alterations. Tenant shall permit Landlord to monitor construction operations in connection with such non-structural Alteration is less than Twenty Thousand Dollars ($20,000.00) per occurrence work, and less than Fifty Thousand Dollars ($50,000.00) to restrict, as may reasonably be required, the passage of manpower and materials, and the conducting of construction activity in order to avoid unreasonable disruption, hazard or inconvenience to Landlord or other tenants of the aggregate per calendar year. No Alteration Real Estate or to Permitted Parties or damage to the Premises for which Landlord’s consent is required shall be commenced by Tenant until Tenant has furnished Landlord with a satisfactory certificate Real Estate or certificates from an insurance company acceptable to Landlord, evidencing workmen’s compensation coverage, and insurance coverage in amounts satisfactory to Landlord and protecting Landlord against public liability and property damage to any person or property, on or off the Leased Premises, arising out of and during the making of such Alterations. Any Alteration by Tenant hereunder shall be done in a good and workmanlike manner in compliance with any applicable governmental law, statute, ordinance or regulation. Upon completion of any Alteration such work by Tenant hereunderor on behalf of Tenant, Tenant shall furnish provide Landlord with a copy of the such documents as Landlord may reasonably require (including, without limitation, sworn contractors’ statements and supporting lien waivers) evidencing payment in full for such work, and “as built” plans covering working drawings or final working drawings marked by the general contractor to show changes made in the field. In the event Tenant performs any work not in compliance with the provisions of this Section 9.3(b), Tenant shall, upon written notice from Landlord, immediately remove such constructionwork and restore the Leased Premises to their condition immediately prior to the performance thereof. TenantIf Tenant fails so to remove such work and restore the Leased Premises as aforesaid, Landlord may, at its sole option, and in addition to all other rights or remedies of Landlord under this Lease, at law or in equity, enter the Leased Premises and perform said obligation of Tenant and Tenant shall reimburse Landlord for the cost and expenseto the Landlord thereof, will make all Alterations immediately upon being billed therefor by Landlord. Such entry by Landlord shall not be deemed an eviction or disturbance of Tenant’s use or possession of the Leased Premises nor render Landlord liable in any manner to Tenant. (c) In no event shall Tenant be entitled to use the roof of the Leased Premises or any other roof on the Premises Real Estate without the prior written consent of Landlord, which consent may be necessary by granted or withheld in Landlord’s sole discretion. In the act event Tenant obtains Landlord’s consent to utilize the roof of the Leased Premises or neglect of any other person roof of a building on the Real Estate, Tenant shall only use Landlord’s roofing contractor for all purposes for which Landlord has consented. (d) All improvements and Alterations made to the Leased Premises by Tenant shall, immediately upon attachment to the Leased Premises or corporation installation thereof, be deemed the property of Landlord and Tenant shall have no further right or claim to the title thereof. (public or private)e) Tenant shall have the right upon written notice to Landlord to install satellite equipment upon the roof of the Leased Premises, except for subject to Landlord, its agents, employees or contractors. Before commencing any Alterations (a) plans ’s approval of the equipment and specifications therefor, prepared by a licensed architect, shall be submitted to and approved by Landlordthe manner of installation, which approval shall not be unreasonably withheld or delayed; . Tenant agrees to indemnify and hold harmless Landlord and Landlord’s Protected Parties from any loss, cost or expense (bincluding damage to property and injury to person) Tenant shall furnish to Landlord an estimate arising out of the cost installation, maintenance, operation, repair, replacement and removal of the proposed work, certified by the architect who prepared such plans and specifications; (c) all contracts for any proposed work shall be submitted to and approved by Landlord, which approval shall not be unreasonably withheld or delayed; and (d) Tenant shall either furnish to Landlord a bond in form and substance satisfactory to Landlord, or such other security reasonably satisfactory to Landlord to insure payment for the completion of all work free and clear of liensequipment. Tenant further agrees that all contractors engaging in such equipment shall not (i) violate any construction activity by governmental laws, rules and for the benefit of Tenant for which Landlord’s consent shall be required shall obtain commercial general liabilityregulations, worker’s compensation and such other liability insurance in such amounts as may be reasonably required by Landlord naming Landlord as an additional insured and providing liability coverage during all phases of construction including, without limitation: , those promulgated by the Federal Aviation Administration (a“FAA”), (ii) contractor’s interfere with any other tenants located at the Columbus International Aircenter, or (iii) result in an unsightly condition. Tenant shall be fully responsible for the maintenance and owners protection; (b) blanket contractual liability coverage; (c) broad form property damage insurance; and (d) statutory worker’s compensation coverage and employer’s liability coverage. Prior to the commencement of any construction activity, certificates repair of such insurance coverages equipment and shall be provided to Landlord. Before commencing any Alteration, Tenant shall provide Landlord with a written certification that remove such equipment at the Alteration does not have any adverse environmental impact on expiration or early termination of the premisesTerm of the Lease.