Common use of GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION Clause in Contracts

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materials.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all Development Approvals, Subsequent Approvals, applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, Landlord's Contractor's warranty, to Tenant for the Term of this Lease, upon the expiration or sooner termination of which such warranties shall automatically revert to Landlord. After the performance of Tenant's Work, Tenant will not make any apertures in alterations or additions to the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted Premises without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord's approval, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by withheld or delayed provided that Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed agree in writing whether Tenant will be required to, permitted to or forbidden to, at Tenant's sole cost and expense, remove any such alteration or addition upon the expiration or termination of this Lease. Landlord's approval of any alteration or addition which is not a Minor Alteration (as defined below in this Section 3.3) shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant's request for such approval. In circumstances in which Tenant desires the right to remove additions or alterations at the expiration or termination of this Lease, Landlord shall reasonably agree, and such agreement shall not be unreasonably withheld or delayed (and shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant's request for such agreement), to permit such removal (i) where items installed by Tenant are in the nature of equipment, but are so affixed to carry worker’s compensation insurance Building that such items may be construed as fixtures or (ii) where additions or alterations of Tenant include specific items that after removal from the Building will have in accordance with statutory requirements the aggregate for each such alteration or addition a fair market value of $25,000.00 or greater. Tenant's rights to remove additions or alterations hereunder shall not apply to replacement of items included in Tenant's Work that are replaced due to the fact that such items have worn out or become substantially obsolete. In the event the Tenant is required to or permitted to remove any such alteration or addition, as a condition to Landlord's approval of such alteration or addition, Tenant shall agree in writing to readapt, repair and commercial general liability insurance covering such contractors on or about restore the Premises with a combined single limit to the condition the same were in prior to such alteration or addition. After the performance of Tenant's Work, all changes and additions shall be part of the Building except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $1,000,000 per occurrence/$2,000,000 aggregate and 100,000 (each a "Minor Alteration"): (i) Landlord's prior written consent shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, not be required unless such injury, loss, claim or damage arises Minor Alteration requires a building permit from the negligence City of Cambridge, in which case Landlord's reasonable consent shall be required, provided that such consent shall be deemed to have been given if Landlord fails to notify Tenant of its objection to such Minor Alteration within 2 days after Tenant's request for Landlord's consent with respect thereto, and (ii) upon the expiration or willful misconduct termination of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. Additionally, Tenant shall give prior written notice to Landlord with “as built” plansof any Minor Alteration for which the cost may be reasonably estimated to be less than $100,000 but greater than $25,000 and regardless of whether Landlord's consent is required. The parties further agree that after the performance of Tenant's Work (a) any request for consent to any alteration or addition (including, copies without limitation, any Minor Alteration) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition, and (b) Tenant shall furnish Landlord as-built drawings showing any and all construction contracts alterations or additions (including, without limitation, any and proof all Minor Alterations) made by Tenant or any assignee, sublessee or licensee of payment for all labor and materialsTenant within 30 days after completion of the same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided. Notwithstanding the foregoing, however, Tenant may make non-structural structural, interior alterations costing less than to the Premises up to $50,000 shall be permitted 25,000.00 without first obtaining the prior written consent of Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable and actual costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements, and provided further that, in order to protect the functional integrity of the Premises (and if required by Landlord), all such installations, alterations, additions or improvements shall be performed by contractors selected from a list of approved contractors prepared by Landlord from time to time. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor therefore approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any such work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate 3,000,000 and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant upon reasonable notice at reasonable times and give notice of observed defectstimes. Upon completion of any such work, Tenant shall provide Landlord with “as built” plansplans and lien waivers, copies of all construction contracts and proof of payment as applicable, for all labor and materials. Tenant covenants and agrees that with respect to the carpentry work on any and all alterations, improvements and/or additions that are made to the Premises, Tenant’s construction managers, general contractors and subcontractors shall be signatory to and in good standing under xxx Xxxxxxxxxx Union collective bargaining agreement covering the geographical area where the work is performed, and with respect to non-carpentry work, wherever possible, such work shall be performed by contractors signatory to and in good standing under the collective bargaining agreement of the local building trades union affiliated with the AFL-CIO which covers that work. If the construction manager, general contractor and/or subcontractor with responsibility for the carpentry work is not signatory to and in good standing under xxx Xxxxxxxxxx Union’s collective bargaining agreement, then the Landlord shall have the right, upon 24 hours’ written notice to Tenant, to order Tenant to cease all work on the Premises, in which event all work then in progress shall be halted and shall not be recommenced until and unless Tenant’s construction manager, general contractor and/or subcontractor becomes subject to or covered by and in good standing under xxx Xxxxxxxxxx Union’s collective bargaining agreement. The requirements of this paragraph shall cease to apply if the Premises is sold to an entity which does not require same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. All of Tenant's alterations, additions and installation of furnishings shall be coordinated with any work being performed by Landlord and in such manner as to maintain harmonious labor relations and not damage the Property or interfere with Building construction or operation and, except for installation of furnishings, shall, at Xxxxxxxx's option, be performed by Xxxxxxxx's general contractor or by contractors or workmen first approved by Landlord. If Landlord shall require that Tenant retain Landlord's contractor, Xxxxxxxx's contractor shall provide its services at costs reasonably comparable to the charges imposed by other reputable contractors in the Metropolitan Boston area; and Landlord shall provide supervisory services (for which Tenant shall pay to Landlord a reasonable supervisory fee). If Landlord shall not make require that Tenant retain Landlord's contractor, Landlord shall not unreasonably withhold or delay its approval of contractors and workmen chosen by Xxxxxx. Except for work by Xxxxxxxx's general contractor, Tenant before its work is started shall: secure all licenses and permits necessary therefor; deliver to Landlord a statement of the names of all of its contractors and subcontractors and the estimated cost of all labor and material to be furnished by them; and cause each contractor to carry workmen s compensation insurance in statutory amounts covering all of the contractor's and subcontractor's employees and comprehensive public liability insurance and property damage insurance with such limits as Landlord may reasonably require but in no event less than, with respect to public liability insurance, the amount specified in Section 1.2 (all such insurance to be written in companies approved by Landlord and insuring Landlord and Tenant as well as the contractors), and to deliver to Landlord certificates of all such insurance. Tenant agrees to pay promptly when due the entire cost of any installationswork done on the Premises by Xxxxxx, alterationsits agents, additionsemployees, or improvements independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in or connection therewith to attach to the PremisesPremises or the Property and immediately to discharge any such liens which may so attach and, including, without limitation, any apertures in at the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent request of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written noticeto deliver to Landlord security satisfactory to Landlord against liens arising out of the furnishing of such labor and materials. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking Upon completion of any work done on the Premises by Tenant, its agents, employees or independent contractors, Tenant shall promptly deliver to Landlord original lien releases and shall perform all waivers executed by each contractor, subcontractor, supplier, materialman, architect, engineer or other party which furnished labor, materials or other services in connection with such work and pursuant to which all liens, claims and other rights of such party with respect to labor, material or services furnished in connection with such work are unconditionally released and waived. No material or equipment shall be incorporated in the Premises by Tenant which is subject to any lien, charge, mortgage or other encumbrance of any kind whatsoever, or subject to any conditional sale, or other similar or dissimilar title retention agreement. If Xxxxxx fails to comply with any of the foregoing obligations, then, in addition to all other rights and remedies hereunder, Landlord may by notice to Tenant require Tenant to cease the performance of any alteration, addition or installation until the offending condition has been remedied. All construction work required or permitted by this Lease shall be done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and lawful ordinances, regulations and orders of governmental authoritiesauthority and insurers of the Property. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Each party may inspect the work of Tenant the other at reasonable times (and without causing interference with on-going construction activities) and shall promptly give notice of observed defects. Upon completion Each party authorizes the other to rely, in connection with design and construction, upon approval and other actions on the party's behalf by the Construction Representative of the party, if any, named in Article I or any such workperson named in substitution or addition by notice to the party relying. The foregoing provisions of this Section 4.5 shall apply from and after the execution of this Lease, Tenant and thereafter for so long as this Lease shall provide Landlord with “as built” plans, copies of all construction contracts remain in force and proof of payment for all labor and materialseffect.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, Landlord's Contractor's warranty (which shall be for a period of at lease one [1] year) as to construction completed in connection with the Tenant Improvements, to Tenant for the Term of this Lease, upon the expiration or sooner termination of which such warranties shall automatically revert to Landlord. Landlord's obligations under Section 3.1 and 3.2 shall be deemed to have been performed on the Phase I Substantial Completion Date or the Phase II Substantial Completion Date, as applicable, except for items which are incomplete or do not conform with the requirements of Sections 3.1 and 3.2 and as to which Tenant shall in either case have given written notice to Landlord prior to such date. If Tenant does not provide such written notice prior to the Phase I Substantial Completion Date or the Phase II Substantial Completion Date, as applicable, a certificate of completion by a licensed architect or registered engineer shall be conclusive evidence (exclusive of latent defects) that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with such requirements. Tenant will not make any apertures alterations or additions to the Premises (other than initial improvements made in accordance with the walls, partitions, ceilings or floors, Complete Plans and any other improvements consistent therewith) without on each occasion obtaining the prior written Landlord's approval which consent of Landlord, which shall not be unreasonably withheld; provided, howeverconditioned or delayed. Landlord will disapprove any alterations or additions requested by Tenant which will delay completion of the Premises, the Building or the Leasehold Improvements, unless Tenant shall agree (a) to pay all costs associated with such alterations, additions and delay, (b) to extend the Scheduled Substantial Completion Date or the Scheduled Phase II Substantial Completion Date, as applicable, for the period of such delay, and (c) that the Annual Fixed Rent and Additional Rent shall nonetheless begin to accrue from the date the Phase I Leasehold Improvements or the Phase II Leasehold Improvements, as applicable, would have been completed but for such delay. All changes and additions shall be part of the Building except Tenant's equipment (a list of which shall be provided to Landlord upon Commencement of the Lease) and except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations costing or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $50,000 and shall be permitted without generic in form (each a "Minor Alteration") (generic meaning that such space will be easily usable for other tenants): (i) Landlord’s consent, but with at least twenty (20) days’ advance 's prior written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval consent shall not be unreasonably withheld. Tenant required unless such Minor Alteration requires a building permit from the City of Cambridge, in which case Landlord's reasonable consent shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if anybe required, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on (ii) upon the expiration or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement termination of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. The parties further agree that (a) any request for consent to any alteration or addition (including, without limitation, any Minor Alteration) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition both in printed form and on diskette in CAD format compatible and consistent with existing as-built plans for the Building, and (b) Tenant shall furnish Landlord with “as built” plansas-built drawings showing any and all alterations or additions (including, copies without limitation, any and all Minor Alterations) made by Tenant or any assignee, sublessee or licensee of all construction contracts and proof Tenant within 30 days after completion of payment for all labor and materialsthe same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by this Lease, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing by Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all ordinances, regulations and orders of governmental authoritiesauthority and insurers of the Building. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times and shall give notice of observed defects. Upon completion All of any such workLandlord's obligations under Section 3 shall be deemed to have been performed when Landlord gives Tenant (i) a certificate of occupancy from the Town of Framingham, Massachusetts, and (ii) a written certificate from Landlord's architect stating that the Premises are substantially complete within the meaning of Section 3.3(b), except for punch-list items which are then incomplete or do not conform with the requirements of this Section 3 and as to which Tenant shall in either case have given notice to Landlord prior to the date Tenant takes occupancy of the Premises, and Landlord's obligations with respect to the items included in such notice shall be deemed to have been performed five business days after Landlord shall have notified Tenant in writing that the same have been completed unless during such five day period Tenant shall give written notice to Landlord to the contrary. In addition to the foregoing, so long as Tenant shall, on or before the first (1st) anniversary of the Term Commencement Date, provide Landlord with “as built” planswritten notice of a defect in workmanship or materials in connection with Landlord's TI Work, copies which defect was not reasonably discoverable at the time Tenant delivered Landlord its punch list pursuant to the immediately preceding paragraph of all construction contracts and proof this Section 3.4, then Landlord shall repair such defect within thirty (30) days after such notice (provided that such notice is given to Landlord on or before the 1st anniversary of payment for all labor and materialsthe Term Commencement Date.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by this Lease, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing by Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations and orders of governmental authoritiesauthority and insurers of the Building. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times times. Landlord and Tenant shall perform a walk-through of the Premises at a mutually convenient time prior to the substantial completion date, and Landlord shall promptly thereafter provide Tenant with a draft punchlist for review and comment. Tenant shall give Landlord notice of any incomplete or defective items in the Landlord’s Work that are observed by Tenant (including, without limitation, punch list items, which shall be added to Landlord’s punchlist) within thirty (30) days after the Commencement Date, and Landlord shall diligently cause such items to be completed within thirty (30) days after such notice. If Tenant shall not have identified any uncompleted items within thirty (30) days after receipt of a certificate by a licensed architect or registered engineer (as to either, not affiliated with Landlord) stating that all required work has been completed, such certificate shall be conclusive evidence that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with such requirements, and punch list items of which Tenant has notified Landlord and Landlord has not yet completed. Tenant shall give notice of observed defects. Upon completion to Landlord of any other incomplete or defective items thereafter observed no later than the end of the standard one-year warranty period for Landlord’s Work under Landlord’s construction contract with GCCI, and after receipt of such work, Tenant notice Landlord shall provide Landlord diligently cause any such items to be corrected in accordance with “as built” plans, copies of all construction contracts and proof of payment for all labor and materialsSection 3.6.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not be responsible for any loss, damage, or injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer’s or supplier’s instructions. After the performance of Tenant’s Work, Tenant shall will not make any installations, alterations, additions, alterations or improvements in or additions to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted Premises without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlordapproval, which approval shall not be unreasonably withheld. withheld or delayed provided that Landlord and Tenant shall procure agree in writing whether Tenant will be required to, permitted to or forbidden to, at Tenant’s sole expense all necessary permits cost and licenses before undertaking expense, remove any work on such alteration or addition upon the expiration or termination of this Lease. Landlord’s approval of any alteration or addition which is not a Minor Alteration (as defined below in this Section 3.3) shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant’s request for such approval. In circumstances in which Tenant desires the right to remove additions or alterations at the expiration or termination of this Lease, Landlord shall reasonably agree, and such agreement shall not be unreasonably withheld or delayed (and shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant’s request for such agreement), to permit such removal (i) where items installed by Tenant are in the nature of equipment, but are so affixed to Building that such items may be construed as fixtures or (ii) where additions or alterations of Tenant include specific items that after removal from the Building will have in the aggregate for each such alteration or addition a fair market value of $25,000.00 or greater. Tenant’s rights to remove additions or alterations hereunder shall not apply to replacement of items included in Tenant’s Work that are replaced due to the fact that such items have worn out or become substantially obsolete. In the event the Tenant is required to or permitted to remove any such alteration or addition, as a condition to Landlord’s approval of such alteration or addition, Tenant shall agree in writing to readapt, repair and restore the Premises to the condition the same were in prior to such alteration or addition. After the performance of Tenant’s Work, all changes and additions shall perform all be part of the Building except such work in a good and workmanlike manner employing materials items as by writing at the time of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant approval the parties agree either shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant’s election. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations or additions to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $1,000,000 per occurrence/$2,000,000 aggregate and 50,000 (each a “Minor Alteration”): (i) Landlord’s prior written consent shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, not be required unless such injury, loss, claim or damage arises Minor Alteration requires a building permit from the negligence City of Cambridge, in which case Landlord’s reasonable consent shall be required, provided that such consent shall be deemed to have been given if Landlord fails to notify Tenant of its objection to such Minor Alteration within 5 days after Tenant’s request for Landlord’s consent with respect thereto, and (ii) upon the expiration or willful misconduct termination of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord’s consent was required or obtained with respect thereto. Additionally, Tenant shall give prior written notice to Landlord with “of any Minor Alteration for which the cost may be reasonably estimated to be less than $50,000 but greater than $25,000 and regardless of whether Landlord’s consent is required. The parties further agree that after the performance of Tenant’s Work (a) any request for consent to any alteration or addition (including, without limitation, any Minor Alteration) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition, and (b) Tenant shall furnish Landlord as-built drawings and electronic CADD files on disc (or files in such other current format in common use as built” plansLandlord reasonably approves or requires) showing any and all alterations or additions (including, copies without limitation, any and all Minor Alterations) made by Tenant or any assignee, sublessee or licensee of all construction contracts and proof Tenant within 30 days after completion of payment for all labor and materialsthe same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by this Lease, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing by Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if anyauthorities (hereafter collectively referred to as the “Codes”), and Tenant the requirements of all insurers of the Building. Further, Landlord agrees to ensure that, as of the Scheduled Term Commencement Date, all base building systems (i.e., HVAC, plumbing, electrical, elevators, etc.) shall require all contractors employed by Tenant to carry worker’s compensation insurance be in accordance with statutory requirements good order and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such workrepair. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times and shall promptly give written notice of observed defects, provided that any inspection or right to inspect is solely for the benefit of the party having such right, and shall not constitute a representation or warranty to the other party or create any liability with respect to the party performing the inspection or having such right. Upon Landlord’s obligations under Section 3.1 shall be deemed to have been performed when the Premises are deemed Ready for Occupancy except for items which are incomplete or do not conform with the requirements of Section 3.1 and as to which Tenant shall, in either case, provide written notice to Landlord on or around the date when the Premises are deemed Ready for Occupancy. If Tenant does not occupy the Premises for the Permitted Uses within thirty (30) days after they are deemed Ready for Occupancy as provided in Section 3.2, a certificate of completion of any by a licensed architect or registered engineer shall be conclusive evidence that Landlord has performed all such work, Tenant shall provide Landlord obligations except for items stated in such certificate to be incomplete or not in conformity with “as built” plans, copies of all construction contracts and proof of payment for all labor and materialssuch requirements.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by this Lease, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing by Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations and orders of governmental authoritiesauthority and insurers of the Building. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times and shall promptly give notice of observed defects. Upon Landlord's obligations under Section 3.1 shall be deemed to have been performed upon substantial completion of Tenant Work, exclusive of "punchlist items", when Tenant commences to occupy any portion of the Premises fox xxx Permitted Uses except for items which are incomplete or do not conform with the requirements of Section 3.2 and as to which Tenant shall, in either case, have given written notice to Landlord prior to commencement. If Tenant shall not have commenced to occupy the Premises for the Permitted Uses within thirty (30) days after they are deemed ready for occupancy as provided in Section 3.2, a certificate of completion by a licensed architect or registered engineer shall be conclusive evidence that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with such requirements. Landlord's General Contractor will warranty all work perfxxxxx xx their direction for a period of one year from delivery. Within five days of Tenant's occupancy both Landlord and Tenant will mutually xxxxx on punchlists items to be compxxxxx. Upon delivery of this "punch list" Landlord will have thirty (30) days to complete, and or reasonably have certain items under prosecution. In the event that Landlord does not complete such "punchlist items" Tenant will have the right to hire our own contractor at Landlord's expense to complete such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materials.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. The construction required of Landlord hereunder and the installation by Tenant of Tenant's Work shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall case be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory the requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or 's insurers and Tenant's insurers and using only union contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times and promptly shall give notice of observed defects. Upon completion of any such workTenant's Work, Tenant shall provide deliver to Landlord a legible and reproducible copy of "as-built" drawings thereof within ten (10) days of completion of the same. All of Tenant's Work shall remain in the Premises at the end of the Term and Tenant shall have no obligation to remove any portion thereof. All of Tenant's Work including installation and delivery of telephone systems, furnishings, and equipment shall be coordinated with “any work being performed by Landlord and shall be performed in such manner, and by such persons as built” plansshall use reasonable efforts to maintain harmonious labor relations and not cause any damage to the Office Buildings or interference with Office Buildings construction or operation and, copies except for installation of furnishings, equipment and telephone systems, shall be performed by licensed, insured contractors selected by Tenant. Without limiting the foregoing, all of Tenant's contractors must be approved in advance by Landlord, and shall be financially stable, with a demonstrated level of experience in successfully completing comparable projects on time without material construction contracts defects and proof without labor or other disruptions and, if reasonably required by Landlord, have payment and performance bonds or other similar security reasonably acceptable to Landlord. Before commencing any alterations, construction or installation, Tenant shall: (x) secure all licenses and permits necessary therefor, if any; and (y) cause each contractor to carry (A) worker's compensation insurance in statutory amounts covering all the contractor's and subcontractor's employees, and (B) comprehensive public liability insurance with not less than a combined single limit of $2,000,000 (all such insurance to insure Landlord and Tenant as well as the contractors). Tenant agrees to defend and indemnify Landlord from and against, the entire cost of any work done on the Premises by Tenant, its agents, employees or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection therewith to attach to the Office Buildings or the North Parcel Lot and to discharge or bond any such liens which may so attach within sixty (60) days notice thereof. In addition to the foregoing, each contract for construction of Tenant's Work shall contain retainage provisions which shall be no less stringent than the following: The Tenant will hold ten percent (10%) retainage until 50% of the work of a particular subcontract is complete, and no additional retainage thereafter, provided, however, that the subcontractor is performing satisfactorily. Upon substantial completion of that subcontractor's work, the Tenant shall release all retainage less an amount equal to two (2) times the value of a monetized punch list for that subcontractor's work, agreed to by the Tenant, its architect and general contractor. Final payment for will be made after the punch list is completed and all labor and materialsdocumentation required by the contract documents is received. There will be no retainage held on the construction manager/general contractor's fee or general conditions costs.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, Landlord's Contractor's warranty, to Tenant for the Term of this Lease, upon the expiration or sooner termination of which such warranties shall automatically revert to Landlord. After the performance of Tenant's Work, Tenant will not make any apertures in alterations or additions to the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted Premises without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord's approval, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by withheld or delayed provided that Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed agree in writing whether Tenant will be required to, permitted to or forbidden to, at Tenant's sole cost and expense, remove any such alteration or addition upon the expiration or termination of this Lease. Landlord's approval of any alteration or addition which is not a Minor Alteration (as defined below in this Section 3.3) shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15)business days after Tenant's request for such approval. In circumstances in which Tenant desires the right to remove additions or alterations at the expiration or termination of this Lease, Landlord shall reasonably agree, and such agreement shall not be unreasonably withheld or delayed (and shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant's request for such agreement), to permit such removal (i) where items installed by Tenant are in the nature of equipment, but are so affixed to carry worker’s compensation insurance Building that such items may be construed as fixtures or (ii) where additions or alterations of Tenant include specific items that after removal from the Building will have in accordance with statutory requirements the aggregate for each such alteration or addition a fair market value of $25,000.00 or greater. Tenant's rights to remove additions or alterations hereunder shall not apply to replacement of items included in Tenant's Work that are replaced due to the fact that such items have worn out or become substantially obsolete. In the event the Tenant is required to or permitted to remove any such alteration or addition, as a condition to Landlord's approval of such alteration or addition, Tenant shall agree in writing to readapt, repair and commercial general liability insurance covering such contractors on or about restore the Premises with to the condition the same were in prior to such alteration or addition. After the performance of Tenant's Work, all changes and additions shall be part of the Building except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. During the Term hereof and the term of the Phase I Lease (as hereinafter defined), Tenant, as part of Tenant's Work or as an alteration or addition to the Premises after the performance of Tenant's Work, shall have the right to make interconnections between the Building and the Phase I Building, including installation of a combined single limit covered walkway, electrical connections, utility connections and the like (collectively "Interconnections"). Each Interconnection proposed by Tenant shall require Landlord's prior written consent, which consent shall not be unreasonably withheld and shall otherwise be subject to the terms of this Lease, including the preceding paragraph hereof, except that the original installation of any Interconnection shall not be considered a Minor Alteration (as hereinafter defined). Landlord's consent to any Interconnection pursuant to the terms of this Lease shall also constitute Landlord's consent thereto pursuant to the Phase I Lease so long as Landlord is the landlord pursuant to the Phase I Lease. Landlord and Tenant agree that Landlord may (and prior to the Subdivision (as defined in Section 9.1.6) Landlord shall) establish an area or areas to be shown on the Plan (as defined in Section 9.1.6 hereof) within which Interconnections may be made, and that except for the covered walkway and Interconnections therein, Landlord may require subsurface installation of Interconnections. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $1,000,000 per occurrence/$2,000,000 aggregate 50,000 and which is not the original installation of an Interconnection (each a "Minor Alteration"): (i) Landlord's prior written consent shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, not be required unless such injury, loss, claim or damage arises Minor Alteration requires a building permit from the negligence City of Cambridge, in which case Landlord's reasonable consent shall be required, provided that such consent shall be deemed to have been given if Landlord fails to notify Tenant of its objection to such Minor Alteration within 2 days after Tenant's request for Landlord's consent with respect thereto, and (ii) upon the expiration or willful misconduct termination of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. Additionally, Tenant shall give prior written notice to Landlord with “as built” plansof any Minor Alteration for which the cost may be reasonably estimated to be less than $50,000 but greater than $25,000 and regardless of whether Landlord's consent is required. The parties further agree that after the performance of Tenant's Work (a) any request for consent to any alteration or addition (including, copies without limitation, any Minor Alteration and any Interconnection) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition, and (b) Tenant shall furnish Landlord as-built drawings showing any and all construction contracts alterations or additions (including, without limitation, any and proof all Minor Alterations and Interconnections) made by Tenant or any assignee, sublessee or licensee of payment for all labor and materialsTenant within 30 days after completion of the same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant's furniture, furnishings, telephones, and equipment shall be the responsibility of Tenant, and shall be coordinated with any work being performed by Landlord in such a manner as to maintain harmonious labor relations and not damage the Building or interfere with Building operations. The installation of furniture, furnishings, telephones and equipment shall be performed at Tenant's direction and expense during weekday working hours when Landlord's maintenance personnel are available for supervision and coordination with building operations. If Tenant wishes to perform their work at other times it shall not make pay the overtime cost of Landlord's supervisory personnel. Tenant agrees to provide Landlord with an insurance certificate from any installations, alterations, additions, or improvements in or to contractor it employs before the Premises, including, without limitation, any apertures contractor begins work in the wallsBuilding. All construction work required or permitted by this Lease, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord Tenant shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and ordinances, regulations and orders of governmental authoritiesauthorities and insurers of Building. Landlord's obligations under Section 3.1 shall be deemed to have been performed when Tenant commences to occupy any portion of the Premises, except for items which are incomplete or do not conform with the requirements of Section 3.1 and as to which Tenant in either case has given written notice to Landlord within 30 days after such commencement. If Tenant has not commenced to occupy the Premises within 30 days after they are ready for occupancy, a certificate of completion by a licensed architect or registered engineer shall employ be conclusive evidence that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with such requirements. Landlord will not approve any construction, alterations or additions requiring unusual expense to readapt the Premises to normal office use on lease termination or increasing the cost of construction, insurance or taxes on the Building or of Landlord's services called for by Section 5.1 unless Tenant first gives assurances acceptable to Landlord that such re adaptation will be made prior to such termination without expense to Landlord and makes provisions acceptable to Landlord for payment of such increased cost. Landlord will also disapprove any construction, alterations or additions requested by Tenant which will delay completion of the Premises or the Building. Following its approval of the plans and specifications, the Landlord agrees to carry out the construction called for in Exhibit C. All such work only contractors approved shall be performed by Landlord who can work in harmony with those contractors employed by the Landlord's contractors. All construction, if anyalterations, and Tenant additions shall require all contractors employed be part of the Building and under no circumstances removed by Tenant to carry worker’s compensation insurance except for items which the parties agree in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about writing at the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct time of Landlord's approval shall be removed by Tenant on termination of this Lease, its agents, employees or contractors. Landlord may inspect the work of Tenant shall be removed or left at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materialsTenant's election.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, any apertures in Landlord's Contractor's warranty, to Tenant for the wallsTerm of this Lease, partitions, ceilings upon the expiration or floors, without on sooner termination of which such warranties shall automatically revert to Landlord. Landlord's obligations under Section 3.1 and 3.2 with respect to each occasion obtaining Phase of the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 Premises shall be permitted without Landlord’s consentdeemed to have been performed on the Substantial Completion Data for such Phase except for items which are incomplete or do not conform with the requirements of Sections 3.1 and 3.2 and as to which Tenant shall in either case have given written notice to Landlord prior to such date. If Tenant does not provide such written notice prior to the Substantial Completion Date for each applicable Phase of the Premises, but a certificate of completion by a licensed architect or registered engineer shall be conclusive evidence that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with at least twenty (20) days’ advance written noticesuch requirements. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord will not make any alterations or any Superior Mortgagee additions to the Premises (as defined below) other than the initial improvements to each Phase and the Second Floor Space made in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so accordance with Complete Plans approved by Landlord shall be performed only in accordance with plans and specifications therefor Tenant, and any other improvements consistent therewith, provided the same are approved by Landlord, such approval not to be unreasonably withheld or delayed) without Landlord's approval, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by withheld or delayed provided that Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed agree in writing whether Tenant will be required to, permitted to or forbidden to, at Tenant's sole cost and expense, remove any such alteration or addition upon the expiration or termination of this Lease. Landlord's approval of any alteration or addition which is not a Minor Alteration (as defined below in this Section 3.3) shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within 10 business days after Tenant's request for such approval. In circumstances in which Tenant desires the right to remove additions or alterations at the expiration or termination of this Lease, Landlord shall reasonably agree, and such agreement shall not be unreasonably withheld or delayed (and shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within 10 business days after Tenant's request for such agreement), to permit such removal (i) where items installed by Tenant are in the nature of equipment, but are so affixed to carry worker’s compensation insurance Building that such items may be construed as fixtures or (ii) where additions or alterations of Tenant include specific items that after removal from the Building will have in accordance with statutory requirements the aggregate for each such alteration or addition a fair market value of $25,000.00 or greater. Tenant's rights to remove additions or alterations hereunder shall not apply to replacement of items included in initial build-out that are replaced due to the fact that such items have worn out or become substantially obsolete. In the event the Tenant is required to or permitted to remove any such alteration or addition, as a condition to Landlord's approval of such alteration or addition, Tenant shall agree in writing to readapt, repair and commercial general liability insurance covering such contractors on or about restore the Premises to the condition the same were in prior to such alteration or addition. Landlord will disapprove any alterations or additions requested by Tenant which will delay completion of the Premises or the Building, unless Tenant shall agree (a) to pay all costs associated with a combined single limit such alterations, additions and delay, (b) to extend the applicable Scheduled Substantial Completion for the period of such delay, and (c) that the Annual Fixed Rent and Additional Rent shall nonetheless begin to accrue from the date such Phase would have been completed but for such delay. All changes and additions shall be part of the Building except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $1,000,000 per occurrence/$2,000,000 aggregate and 25,000 (each a "Minor Alteration"): (i) Landlord's prior written consent shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, not be required unless such injury, loss, claim or damage arises Minor Alteration requires a building permit from the negligence City of Cambridge, in which case Landlord's reasonable consent shall be required, provided that such consent shall be deemed to have been given if Landlord fails to notify Tenant of its objection to such Minor Alteration within 2 days after Tenant's request for Landlord's consent with respect thereto, and (ii) upon the expiration or willful misconduct termination of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. The parties further agree that (a) any request for consent to any alteration or addition (including, without limitation, any Minor Alteration) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition, and (b) Tenant shall furnish Landlord with “as built” plansas-built drawings showing any and all alterations or additions (including, copies without limitation, any and all Minor Alterations) made by Tenant or any assignee, sublessee or licensee of all construction contracts and proof Tenant within 30 days after completion of payment for all labor and materialsthe same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written noticewithheld or delayed. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s 's proposed installation, alterations, additions or improvements, and provided further that, in order to protect the functional integrity of the Premises, all such installations, alterations, additions or improvements shall be performed by contractors selected from a list of approved contractors prepared by Landlord from time to time. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s 's sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if anywhich approval shall not be unreasonably withheld, and Tenant shall require all contractors employed by Tenant to carry worker’s 's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate 3,000,000 and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “"as built” " plans, copies of all construction contracts and proof of payment for all labor and materials. Tenant covenants and agrees that with respect to the carpentry work on any and all alterations, improvements and/or additions that are made to the Premises, Tenant's construction managers, general contractors and subcontractors shall be signatory to and in good standing under xxx Xxxxxxxxxx Union collective bargaining agreement covering the geographical area where the work is performed, and with respect to non-carpentry work, wherever possible, such work shall be performed by contractors signatory to and in good standing under the collective bargaining agreement of the local building trades union affiliated with the AFL-CIO which covers that work. If the construction manager, general contractor and/or subcontractor with responsibility for the carpentry work is not signatory to and in good standing under xxx Xxxxxxxxxx Union's collective bargaining agreement, then the Landlord shall have the right, upon 24 hours' written notice to Tenant, to order Tenant to cease all work on the Premises, in which event all work then in progress shall be halted and shall not be recommenced until and unless Tenant's construction manager, general contractor and/or subcontractor becomes subject to or covered by and in good standing under xxx Xxxxxxxxxx Union's collective bargaining agreement.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable and customary costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements, and provided further that, in order to protect the functional integrity of the Premises, all such installations, alterations, additions or improvements shall be performed by contractors selected from a list of contractors chosen by Tenant and reasonably approved by Landlord from time to time. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit of not less than $1,000,000 per occurrence/$2,000,000 aggregate 3,000,000 (through primary or umbrella coverage) and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materials. Landlord shall not unreasonably withhold, delay or condition any approval under this Section 3.5. Notwithstanding any contrary provision of this Lease, Tenant shall not have any obligation to obtain Landlord’s approval for any installations, alterations, additions or improvements that (i) do not affect the structure or exterior of the Building, (ii) do not affect the base heating, ventilation, air conditioning, plumbing, electrical or mechanical systems of the Building, or (iii) do not cost more than $50,000 in any single instance.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Except for Cosmetic Alterations (as defined below) Tenant shall not make any installations, alterations, additions, alterations or improvements in or additions to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only Premises except in accordance with plans and specifications therefor first approved by LandlordLandlord in its sole discretion. In the event that such alterations and/or additions are approved by Landlord and installed by Tenant in accordance with terms of this Lease, than all such alterations and/or additions shall become a part of the Premises, unless prior to the construction of such alterations and/or additions Landlord and Tenant agree in writing that all or part of such alterations and/or additions shall be removed by Tenant at the end of the Term, in which event the same shall be removed by Tenant in accordance with the provisions of Section 6.1.2. Notwithstanding the foregoing, the furniture and equipment of Tenant that is not attached to the structure or systems of the Building shall remain the Property of the Tenant. All of Tenant’s alterations and additions and installation and delivery of telephone systems, furnishings, and equipment shall be coordinated with any work being performed by Landlord and shall be performed in such manner, and by such persons as shall maintain harmonious labor relations and not cause any damage to the East Unit or the General or Limited Common Elements of the Brighton Landing Condominium, or interference with operation of the East Unit or the General or Limited Common Elements of the Brighton Landing Condominium, and, except for installation of furnishings, equipment and telephone systems, and shall be performed by licensed, insured contractors selected by Tenant; provided, however, that such contractors must be approved in advance by Landlord (which approval shall not be unreasonably withheld. Tenant shall procure at Tenantwithheld or delayed) and be financially stable, with a level of experience, in Landlord’s sole expense all necessary permits reasonable discretion, of successfully completing comparable projects on time without material construction defects and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirementswithout labor or other disruptions, lawsand, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed if requested by Landlord, have 100% payment and performance bonds or other similar security reasonably acceptable to Landlord. Before commencing any such work Tenant shall: secure all licenses and permits necessary therefor, if any, ; and Tenant shall require all contractors employed by Tenant cause each contractor to carry (i) worker’s compensation insurance in accordance with statutory requirements amounts covering all the contractor’s and commercial general subcontractor’s employees and (ii) comprehensive public liability insurance covering such contractors on or about the Premises with not less than a combined single limit not less than of $1,000,000 per occurrence/$2,000,000 aggregate 2,000,000 (all such insurance to insure Landlord and shall submit certificates evidencing such coverage to Landlord prior to Tenant as well as the commencement of such workcontractors). Tenant shall agrees to pay promptly when due, and to defend and indemnify and hold harmless Landlord from all injuryand against, loss, claims or damage to the entire cost of any person or property occasioned work done on the Premises by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of LandlordTenant, its agents, employees or independent contractors, and not to cause or permit any liens for labor or materials performed or furnished in connection therewith to attach to the Property and to discharge any such liens which may so attach, or bond over such liens with a bond in form and amount reasonably satisfactory to Landlord and Landlord’s lender(s), within ten (10) days notice thereof. If Tenant shall fail to so discharge or bond any such mechanic’s or materialmen’s lien, Landlord may inspect may, at its option, discharge or bond such lien and treat the work cost thereof (including reasonable attorney’s fees incurred in connection therewith) as additional rent payable upon demand, it being expressly agreed that such discharge by Landlord shall not be deemed to waive or release the default of Tenant at reasonable times and give notice of observed defects. Upon completion of any in not discharging or bonding such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materialslien.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate 3,000,000 and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “as built” plans, if applicable, copies of all construction contracts and proof of payment for all labor and materials. Tenant covenants and agrees that with respect to the carpentry work on any and all alterations, improvements and/or additions that are made to the Premises, Tenant’s construction managers, general contractors and subcontractors shall be signatory to and in good standing under txx Xxxxxxxxxx Union collective bargaining agreement covering the geographical area where the work is performed, and with respect to non-carpentry work, wherever possible, such work shall be performed by contractors signatory to and in good standing under the collective bargaining agreement of the local building trades union affiliated with the AFL-CIO which covers that work. If the construction manager, general contractor and/or subcontractor with responsibility for the carpentry work is not signatory to and in good standing under txx Xxxxxxxxxx Union’s collective bargaining agreement, then the Landlord shall have the right, upon 24 hours’ written notice to Tenant, to order Tenant to cease all work on the Premises, in which event all work then in progress shall be halted and shall not be recommenced until and unless Tenant’s construction manager, general contractor and/or subcontractor becomes subject to or covered by and in good standing under txx Xxxxxxxxxx Union’s collective bargaining agreement.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by the Second Amendment, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations regulations, orders, permits and orders approvals of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, authority and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about insurers of the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractorsBuilding. Landlord may inspect work performed by or for Tenant from time to time during construction and following completion of the work same. Landlord shall not charge Tenant any fee for construction management; provided, however, that Landlord may in any case charge Tenant its reasonable out-of-pocket fees and charges for the services of an architect and/or or engineer (collectively “Landlord’s Consultant”) selected and retained by Landlord to review the Complete Plans and monitor the construction of the Leasehold Improvements; provided, however, that such fees and charges shall not exceed Two Thousand Dollars ($2,000) in the aggregate. REPRESENTATIVES Each party authorizes the other to rely in connection with their respective rights and obligations under this Exhibit B upon approval and other actions on the party’s behalf by Landlord’s Representative in the case of Landlord or Tenant’s Representative in the case of Tenant or by any person designated in substitution or addition by notice to the party relying. Exhibit J LEASE COMMENCEMENT DATE AGREEMENT This Lease Commencement Date Agreement is entered into this _____ day of , 2007, by MCC3, LLC (“Landlord”), a Delaware limited liability company, and Vanda Pharmaceuticals, Inc. (“Tenant”), a Delaware corporation, pursuant to the provisions of that certain Lease dated August 4, 2005, as amended by First Amendment to Lease dated November 15, 2006 and by Second Amendment to Lease dated June ___, 2007 (the “Lease”), by and between Landlord and Tenant covering certain space in the office building located at reasonable times and give notice of observed defects9000 Xxxxxxx Xxxxxx Xxxxx, Xxxxxxxxx, Xxxxxxxx (the “Building”). Upon completion of any All terms used herein with their initial letter capitalized shall have the meaning assigned to such work, Tenant shall provide Landlord with “as built” plans, copies of all construction contracts and proof of payment for all labor and materialsterms in the Lease.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, Landlord's Contractor's warranty (which shall be for a period of at lease one [1] year) as to construction completed in connection with the Tenant Improvements, to Tenant for the Term of this Lease, upon the expiration or sooner termination of which such warranties shall automatically revert to Landlord. Landlord's obligations under Section 3.1 and 3.2 shall be deemed to have been performed on the Substantial Completion Date except for items which are incomplete or do not conform with the requirements of Sections 3.1 and 3.2 and as to which Tenant shall in either case have given written notice to Landlord prior to such date. If Tenant does not provide such written notice prior to the Substantial Completion Date, a certificate of completion by a licensed architect or registered engineer shall be conclusive evidence (exclusive of latent defects) that Landlord has performed all such obligations except for items stated in such certificate to be incomplete or not in conformity with such requirements. Tenant will not make any apertures alterations or additions to the Premises (other than initial improvements made in accordance with the walls, partitions, ceilings or floors, Complete Plans and any other improvements consistent therewith) without on each occasion obtaining the prior written Landlord's approval which consent of Landlord, which shall not be unreasonably withheld; provided, howeverconditioned or delayed. Landlord will disapprove any alterations or additions requested by Tenant which will delay completion of the Premises or the Building, unless Tenant shall agree (a) to pay all costs associated with such alterations, additions and delay, (b) to extend the applicable Scheduled Substantial Completion for the period of such delay, and (c) that the Annual Fixed Rent and Additional Rent shall nonetheless begin to accrue from the date the Premises would have been completed but for such delay. All changes and additions shall be part of the Building except Tenant's equipment (a list of which shall be provided to Landlord upon Commencement of the Lease) and except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations costing or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $50,000 25,000 and shall be permitted without generic in form (each a "Minor Alteration") (generic meaning that such space will be easily usable for other tenants): (i) Landlord’s consent, but with at least twenty (20) days’ advance 's prior written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval consent shall not be unreasonably withheld. Tenant required unless such Minor Alteration requires a building permit from the City of Cambridge, in which case Landlord's reasonable consent shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if anybe required, and Tenant shall require all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on (ii) upon the expiration or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement termination of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. The parties further agree that (a) any request for consent to any alteration or addition (including, without limitation, any Minor Alteration) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition both in printed form and on diskette in CAD format compatible and consistent with existing as-built plans for the Building, and (b) Tenant shall furnish Landlord with “as built” plansas-built drawings showing any and all alterations or additions (including, copies without limitation, any and all Minor Alterations) made by Tenant or any assignee, sublessee or licensee of all construction contracts and proof Tenant within 30 days after completion of payment for all labor and materialsthe same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installations, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without without, on each occasion where such installations, alterations, additions or improvements will cost in excess of $50,000, obtaining the prior written consent of Landlord, Landlord which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s 's proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s 's sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors reasonably approved by Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed by Tenant to carry worker’s 's compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate 2,000,000 and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Landlord acknowledges that Tenant may use its own employees to perform work and maintenance at the Premises. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such work, Tenant shall provide Landlord with “"as built” " plans, copies of all construction contracts and proof of payment for all labor and materials. Notwithstanding the foregoing, Landlord's consent shall not be required for any alterations or improvements to the Premises which do not affect the structural integrity of the Premises or any of the Building systems and which cost less than $50,000.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant All construction work required or permitted by this Lease, whether by Landlord or by Tenant, shall be done in a good and workmanlike manner and in compliance with all applicable laws and all lawful ordinances, regulations and orders of any governmental authority or insurer of the Building. Either party may inspect the work of the other at reasonable times and shall give notice of observed defects. Landlord shall not make be responsible for any installationsloss, alterations, additionsdamage, or improvements injury resulting from the installation of any components, fixtures, or equipment provided they were appropriately specified and installed in accordance with the manufacturer's or supplier's instructions; provided, however, that Landlord shall assign any and all contractor's, manufacturer's and supplier's warranties with respect to the Premisesall components, fixtures, or equipment, including, without limitation, Landlord's Contractor's warranty, to Tenant for the Term of this Lease, upon the expiration or sooner termination of which such warranties shall automatically revert to Landlord. After the performance of Tenant's Work, Tenant will not make any apertures in alterations or additions to the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted Premises without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred by Landlord or any Superior Mortgagee (as defined below) in reviewing Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord's approval, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work in a good and workmanlike manner employing materials of good quality and so as to conform with all applicable insurance requirements, laws, ordinances, regulations and orders of governmental authorities. Tenant shall employ for such work only contractors approved by withheld or delayed provided that Landlord who can work in harmony with those contractors employed by Landlord, if any, and Tenant shall require all contractors employed agree in writing whether Tenant will be required to, permitted to or forbidden to, at Tenant's sole cost and expense, remove any such alteration or addition upon the expiration or termination of this Lease. Landlord's approval of any alteration or addition which is not a Minor Alteration (as defined below in this Section 3.3) shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15)business days after Tenant's request for such approval. In circumstances in which Tenant desires the right to remove additions or alterations at the expiration or termination of this Lease, Landlord shall reasonably agree, and such agreement shall not be unreasonably withheld or delayed (and shall be deemed to have been given if Landlord fails to notify Tenant of its objection thereto within fifteen (15) business days after Tenant's request for such agreement), to permit such removal (i) where items installed by Tenant are in the nature of equipment, but are so affixed to carry worker’s compensation insurance Building that such items may be construed as fixtures or (ii) where additions or alterations of Tenant Include specific items that after removal from the Building will have in accordance with statutory requirements the aggregate for each such alteration or addition a fair market value of $25,000.00 or greater. Tenant's rights to remove additions or alterations hereunder shall not apply to replacement of items included in Tenant's Work that are replaced due to the fact that such items have worn out or become substantially obsolete. In the event the Tenant is required to or permitted to remove any such alteration or addition, as a condition to Landlord's approval of such alteration or addition, Tenant shall agree in writing to readapt, repair and commercial general liability insurance covering such contractors on or about restore the Premises with to the condition the same were in prior to such alteration or addition. After the performance of Tenant's Work, all changes and additions shall be part of the Building except such items as by writing at the time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election. During the Term hereof and the term of the Phase I Lease (as hereinafter defined), Tenant, as part of Tenant's Work or as an alteration or addition to the Premises after the performance of Tenant's Work, shall have the right to make interconnections between the Building and the Phase I Building, including installation of a combined single limit covered walkway, electrical connections, utility connections and the like (collectively "Interconnections"). Each Interconnection proposed by Tenant shall require Landlord's prior written consent, which consent shall not be unreasonably withheld and shall otherwise be subject to the terms of this Lease, including the preceding paragraph hereof, except that the original installation of any Interconnection shall not be considered a Minor Alteration (as hereinafter defined). Landlord's consent to any Interconnection pursuant to the terms of this Lease shall also constitute Landlord's consent thereto pursuant to the Phase I Lease so long as Landlord is the landlord pursuant to the Phase I Lease. Landlord and Tenant agree that Landlord may (and prior to the Subdivision (as defined in Section 9.1.6) Landlord shall) establish an area or areas to be shown on the Plan (as defined in Section 9.1.6 hereof) within which Interconnections may be made, and that except for the covered walkway and Interconnections therein, Landlord may require subsurface installation of Interconnections. Notwithstanding the foregoing, the parties hereby agree that for any non-structural alterations or additions to the Premises which do not involve modifications to the Building operating systems and for which the cost may be reasonably estimated to be less than $1,000,000 per occurrence/$2,000,000 aggregate 50,000 and which is not the original installation of an Interconnection (each a "Minor Alteration"): (i) Landlord's prior written consent shall submit certificates evidencing such coverage to Landlord prior to the commencement of such work. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, not be required unless such injury, loss, claim or damage arises Minor Alteration requires a building permit from the negligence City of Cambridge, in which case Landlord's reasonable consent shall be required, provided that such consent shall be deemed to have been given if Landlord fails to notify Tenant of its objection to such Minor Alteration within 2 days after Tenant's request for Landlord's consent with respect thereto, and (ii) upon the expiration or willful misconduct termination of Landlord, its agents, employees or contractors. Landlord may inspect the work of Tenant at reasonable times and give notice of observed defects. Upon completion of any such workthis Lease, Tenant shall provide readapt, repair and restore the Premises to the condition the same were in prior to such Minor Alteration, regardless of whether Landlord's consent was required or obtained with respect thereto. Additionally, Tenant shall give prior written notice to Landlord with “as built” plansof any Minor Alteration for which the cost may be reasonably estimated to be less than $50,000 but greater than $25,000 and regardless of whether Landlord's consent is required. The parties further agree that after the performance of Tenant's Work (a) any request for consent to any alteration or addition (including, copies without limitation, any Minor Alteration and any Interconnection) shall be accompanied by drawings and specifications in reasonable detail given the size and scope of the proposed alteration or addition, and (b) Tenant shall furnish Landlord as-built drawings showing any and all construction contracts alterations or additions (including, without limitation, any and proof all Minor Alterations and Interconnections) made by Tenant or any assignee, sublessee or licensee of payment for all labor and materialsTenant within 30 days after completion of the same.

GENERAL PROVISIONS APPLICABLE TO CONSTRUCTION. Tenant shall not make any installationsAll construction work required or permitted by this Lease, alterations, additions, or improvements in or to the Premises, including, without limitation, any apertures in the walls, partitions, ceilings or floors, without on each occasion obtaining the prior written consent of Landlord, which shall not be unreasonably withheld; provided, however, non-structural alterations costing less than $50,000 shall be permitted without Landlord’s consent, but with at least twenty (20) days’ advance written notice. Tenant shall reimburse Landlord for all reasonable costs incurred whether by Landlord or any Superior Mortgagee (as defined below) in reviewing by Tenant’s proposed installation, alterations, additions or improvements. Any such work so approved by Landlord shall be performed only in accordance with plans and specifications therefor approved by Landlord, which approval shall not be unreasonably withheld. Tenant shall procure at Tenant’s sole expense all necessary permits and licenses before undertaking any work on the Premises and shall perform all such work done in a good and workmanlike manner employing materials of good quality and so as to conform in compliance with all applicable insurance requirements, laws, laws and all lawful ordinances, regulations and requirements or orders of governmental authorities. Tenant shall employ for such work only contractors approved by Landlord who can work in harmony with those contractors employed by Landlord, if anyauthorities (hereafter collectively referred to as the “Codes”), and Tenant shall require the requirements of all contractors employed by Tenant to carry worker’s compensation insurance in accordance with statutory requirements and commercial general liability insurance covering such contractors on or about insurers of the Premises with a combined single limit not less than $1,000,000 per occurrence/$2,000,000 aggregate and shall submit certificates evidencing such coverage to Landlord prior to the commencement of such workBuilding. Tenant shall indemnify and hold harmless Landlord from all injury, loss, claims or damage to any person or property occasioned by or growing out of such work, unless such injury, loss, claim or damage arises from the negligence or willful misconduct of Landlord, its agents, employees or contractors. Landlord Either party may inspect the work of Tenant the other at reasonable times and shall promptly give written notice of observed defects, provided that any inspection or right to inspect is solely for the benefit of the party having such right, and shall not constitute a representation or warranty to the other party or create any liability with respect to the party performing the inspection or having such right. Upon completion Landlord represents and warrants that Tenant’s Work shall be performed in a good and workmanlike manner and complete in all respects as to the scope of the Tenant’s Work, Codes and requirements of insurance carriers. Landlord shall remove all debris resulting from Tenant’s Work at Tenant’s expense prior to the Term Commencement Date and any such worktime thereafter if additional Tenant’s Work is required after the Term Commencement Date, but excluding any debris caused by work completed by Tenant pursuant to Section 3.2. Prior to acceptance of Tenant’s Work, Tenant shall provide be entitled to walk-through the Premises and compile a punch list of items associated with the Tenant’s Work to be completed and/or corrected. Landlord with “shall complete such punch list items within thirty (30) days (or such other time period as built” plansmutually agreed to by the parties). Further, copies Landlord covenants to promptly remove, whether by payment, the securing of a bond, or otherwise, any and all construction contracts and proof liens that may be applied to the Tenant’s Work or the Premises as a result of payment for all labor and materialsTenant’s Work.