Common use of Initial Tenant Improvements Clause in Contracts

Initial Tenant Improvements. 11.01 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 11.1 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E.H. 11.02 11.2 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 11.3 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees Subject to notify Tenant matters of such changes and substitutions before implementing the same. Force Majeure, Landlord agrees to use commercially reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after by the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to TenantTarget Term Commencement Date. 11.04 11.4 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that ). Any of the Initial Tenant Improvements not fully completed (of which Tenant shall give Landlord notice as provided below) on the Term Commencement Date shall thereafter be so completed with reasonable diligence by Landlord, but in any event within thirty (30) days after the Term Commencement Date until such items cannot reasonably be completed within such time frame. Notwithstanding the foregoing, if any delay in the Substantial Completion of the Initial Tenant Improvements by Landlord is due to Tenant Delays, then the Substantial Completion Date shall be deemed to be the date (as set forth in a written notice from Landlord to Tenant) the Initial Tenant Improvements would have been Substantially Complete, if not for such Tenant Delays, as reasonably determined by Landlord. “Tenant Delays” shall mean delays caused by: (i) changes to the Plans and Specifications requested by Tenant that do not conform to Landlord’s building standards for office build-out, or which contain long lead-time or non-standard items requested by Tenant; (ii) any material change in the Plans and Specifications requested by Tenant and agreed to by Landlord; (iii) any request by Tenant for a delay in the commencement or completion of the Initial Tenant Improvements for any reason; or (iv) any other act or omission of Tenant or its employees, agents or contractors which reasonably inhibits the Landlord from timely completing the Initial Tenant Improvements. The Premises shall not be deemed to be unavailable if only minor or insubstantial details of construction, decoration or mechanical adjustments remain to be done. If as a result of Tenant Delays the Premises are Substantiallydeemed ready for Tenant’s occupancy, pursuant to the foregoing (and the term shall have commenced by reason thereof), but the Premises are not in fact actually ready for Tenant’s occupancy, Tenant shall not (except with Landlord’s consent not to be unreasonably withheld, conditioned or delayed) be entitled to take possession of the Premises for the Permitted Use until the Premises are in fact actually ready for such occupancy.

Initial Tenant Improvements. 11.01 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use shall construct the initial --------------------------- tenant improvements during the first three months of the Premises. Based upon such information supplied by Term (those improvements completed during the first three months of the Term are herein called the "Initial Improvements") and the Secondary Work in accordance with -------------------- Section 6.(a) and Exhibit B, at Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements's expense, except as expressly provided in below. --------- (1) Tenant shall bear the Plans and Specifications, will be designed and constructed at Landlord’s sole entire cost and expense of performing the Work (except as otherwise provided herein), in compliance with all applicable law and defined below) relating to the general quality Initial Improvements and Secondary Work (including, without limitation, design of the design Initial Improvements and construction Secondary Work and preparation of the Building Working Drawings, costs of construction labor and materials, electrical usage during construction, additional janitorial services, general tenant signage, related taxes and insurance costs relating thereto, all of which costs are herein collectively called the "Total Construction Costs") in accordance with Landlord’s building standards excess of the Initial Construction Allowance ------------------------- and the Secondary Work Allowance. Upon approval of the Working Drawings for the Building. Initial Improvements and Secondary Work and selection of a contractor, Tenant has approved shall promptly execute a work order agreement prepared by Landlord which identifies such drawings, itemizes the Total Construction Costs and agreed sets forth the Initial Construction Allowance and the Secondary Work Allowance. (2) Provided no Event of Default exists, Landlord shall provide to Tenant a construction allowance for the Initial Improvements (the "Initial ------- Construction Allowance") equal to the Plans and Specificationslesser of (A) the Total Construction ---------------------- Costs incurred for the Initial Improvements or (B) $286,000. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation provide to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals construction allowance for the construction of the Initial Tenant Improvements, mezzanine level and first floor buildout of any warehouse space in the Building (the "Secondary Work") equal to engage a contractor or construction manager to perform or supervise $104,000 plus the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction lesser of the Initial Tenant Improvements, provided (i) same do not materially adversely modify -------------- the Plans and Specifications; and amount by which the Total Construction Costs for the Secondary Work exceeds $104,000 or (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete positive difference, if any, obtained by subtracting the Initial Improvements' Total Construction Costs from $286,000 (the "Secondary Work Allowance"). The Secondary Work Allowance shall be paid to ------------------------ Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to after Tenant has paid Base Rent for 12 consecutive months (following abatements for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined belowPeriod), Tenant shall receive a rent abatement has delivered to Landlord evidence of Base Rent the cost thereof, and no Event of Default exists. If Tenant fails to commence work on a day for day basis for each day the Secondary Work within 13 months after the Abatement Commencement Date or, after beginning such work, fails to complete the Secondary Work within 18 months after the Commencement Date Landlord's obligation to provide the Secondary Work Allowance shall terminate. To the extent Tenant is entitled to receive such allowances, the construction allowances shall be disbursed in monthly advances based on the costs of the work incurred. Tenant shall submit to Landlord (but not more frequently than once per month) construction allowance requests accompanied by all invoices from contractors, subcontractors, and suppliers evidencing the cost of performing the Work for which the request is being submitted, together with lien waivers from such parties. Provided that no Event of Default exists, Landlord shall make advances of the construction allowances within ten days after its receipt of the advance request accompanied by the appropriate documentation; however, the final draw of the applicable allowance (i.e., the Initial Construction Allowance or the Secondary Work Allowance), which shall not be less than 10% of the amount of such allowance, shall not be disbursed until Landlord has received final lien waivers from all persons performing work has not been Substantially Completed. Except or supplying materials for the Initial Tenant Improvements or Secondary Work, as applicable, and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit from the appropriate governmental authority, if applicable to the Work for the Premises issued by Initial Improvements and Secondary Work, or, if applicable, evidence of governmental inspection and approval of the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that Work for the Initial Tenant Improvements are Substantiallyand Secondary Work.

Initial Tenant Improvements. 11.01 Upon the date Landlord notifies Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of Landlord's delivery of possession of the Premises. Based upon such information supplied by Building to Tenant, space plans and specifications have been prepared (Tenant may to the “Plans and Specifications”) for extent not already completed by Landlord, undertake the layout of Tenant’s leasehold improvements Improvements to the Premises (“Initial Tenant Improvements”)which are required to adapt it to Tenant's use. The Initial Tenant Provided however, that such Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to be in accordance with the fit-up construction, as generally laid out and specified on the Approved Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will shall be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with such Applicable Laws. Any and all applicable law change orders, which involve appearance or structural changes from the Approved Plans, shall require the approval of Landlord, which shall not be unreasonably withheld. If said approval, or disapproval which specifies the items and to reasons for which Landlord is objecting, is not received by Tenant within five (5) business days after receipt of said changes by the general quality Landlord, Tenant may deem the changes approved and proceed. Tenant shall be responsible for obtaining any and all permits required for the commencement of such construction and occupancy of the design and construction of the Building and in accordance with Landlord’s building standards for the Buildingareas upon completion thereof. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall and all construction will be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements done in a good and workmanlike manner by August 10manner, 2017diligently prosecuted to completion, but and in no event shall Landlord be liable to Tenant for any failure to deliver accordance with all Applicable Laws and the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in approved plans therefor. During the event course of construction of the Initial Tenant Improvements are not completed by October 10and any subsequent permitted Alterations pursuant to Paragraph 6A above, 2017 (the “Abatement Date”)Tenant or its contractor shall maintain in effect a policy of "builder's all risk" insurance covering such work, in such form and amounts, and provided that such failure other insurance, as may be reasonably required by Landlord. Following completion of the Tenant Improvements and any subsequent permitted Alterations pursuant to complete is not due to Tenant Delay (as defined below)Paragraph 6A above, Tenant shall receive (i) record a rent abatement notice of Base Rent on completion in accordance with Applicable Laws, if applicable, and (ii) deliver to Landlord a day set of ''as built" plans and specifications for day basis for each day after the Abatement Date that such work has not been Substantially CompletedPremises. Except for the Initial negligent acts of Landlord, Tenant agrees to indemnify, defend and hold Landlord harmless from and against any loss, damage, claim, liability or expense (including, without limitation, attorneys' fees and expenses) whatsoever in connection with the performance of such Tenant Improvements or Alterations construction work and if Landlord shall be named as a party of any repairs expressly required litigation brought as a result of any acts or omissions of Tenant relating to be made said construction, Tenant agrees to likewise indemnify, defend and hold harmless Landlord in such action and reimburse Landlord for all costs and expenses, including reasonable attorneys' fees and expenses, incurred by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenantin connection therewith. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 Tenant agrees that, at its sole cost and expense, it will perform any and all work to be done within the Premises so as to ready its business for opening and operation within the Premises, including, but not limited to, all work necessary for code compliance and occupancy permits. Tenant represents to Landlord that as of the execution of this Lease, Xxxxxx has provided Landlord with all necessary information regarding inspected the physical nature and condition of the Premises to Tenant’s space planning needs in connection with full satisfaction and has not relied upon any representation of Landlord or its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements agents as to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited condition thereof or with respect to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvementscode compliance, except as expressly provided in this Lease. All improvements to be constructed by Xxxxxx in readying the Plans and Specifications, will Premises for Tenant’s business shall hereinafter be designed and constructed at Landlord’s sole cost and expense (except referred to as otherwise provided herein), in compliance with all applicable law and to the general quality of the “Initial Tenant Improvements”. The design and construction of the Building and in accordance with Landlord’s building standards for the Building. Initial Tenant has approved and agreed Improvements shall be subject to the Plans and Specificationsprovisions of Section 4 hereof. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Promptly following the completion of the Initial Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changesImprovements, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of provide Landlord with (i) a statement certified by Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees Tenant’s general contractor that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements has been completed in substantial conformance accordance with the Plans provisions of this Section 1.11 (subject only to minor punchlist items, if applicable); (ii) final lien waivers from all contractors, subcontractors and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection materialmen who were involved with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (iiiii) such changes and substitutions will not adversely affect Tenant’s operations in a copy of the final certificate of occupancy issued to Tenant for the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete , as improved by the Initial Tenant Improvements Improvements, from the applicable municipal authority. Tenant shall not operate its business in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial until Tenant Improvements are not has completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by provided Landlord under this Leasewith the documentation therefor, Landlord shall have no obligation to perform any work or construction to make as provided in the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenantimmediately preceding sentence. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 Tenant has provided (a) Landlord shall be responsible, at Landlord's cost, for ensuring that as of the Commencement. Date the Premises is in compliance with all requirements of the Americans With Disabilities Act and that the deferred maintenance items with respect to the HVAC system described in the December 5, 1995 memorandum from Xxxxxxxxxxx Mechanical, Incorporated to Xxxxx Xxxxx has been completed. (b) Tenant shall be responsible for completing all refurbishments to the interior of the Premises, including, without limitation, repainting, recarpeting, erecting exterior signage complying with the provisions of this Lease, installing telecommunications and security systems, and making such minor modifications to the configuration of the existing offices as Landlord may reasonably approve (the "Initial Tenant Improvements"). Landlord may require, as a condition to its consent to any change in the existing floor plan or any other modification to the Premises which is structural in nature, that Tenant remove all such improvements at the end of the Lease Term and return the Premises to the its original condition, reasonable wear and tear excepted, if so requested by Landlord. Notwithstanding the foregoing, Tenant may make minor changes in office sizes and configurations (provided the total number of offices is not reduced by more than 5% and the reconfigured offices are of a standard and reusable size and incorporate the same finishes as the remainder of the Premises), eliminate the main corridor on the second floor of the Premises and eliminate the basement lunch room (provided that Tenant leaves in place all existing kitchen appliances and fixtures), without any obligation to restore the Premises at the end of the Lease Term. Landlord shall advise Tenant at the time it approves any request for modifications to the Premises whether Landlord reserves the right, as a condition of its consent, to require restoration with respect to the modification approved. (c) Tenant shall cause its architects and engineers to prepare all drawings and specifications necessary information regarding Tenant’s space to describe in reasonable detail the scope and nature of the proposed Initial Tenant Improvements, including all documentation necessary to describe all structural, mechanical, electrical, lighting, life safety, fire sprinkler and other components of the proposed improvements (the "Contract Documents"). Tenant shall deliver the Contract Documents to Landlord's property manager for Landlord's approval. Within five (5) business days following delivery of the Contract Documents to Landlord's property manager, Landlord shall notify Tenant of its approval or disapproval of the Contract Documents and, if Landlord disapproves the Contract Documents, the revisions Landlord will require. As promptly as reasonably possible thereafter, Tenant shall submit revised Contract Documents to Landlord's property manager, incorporating the revisions required by Landlord. All revised Contract Documents shall be subject to Landlord's approval in the manner described above. If Landlord fails to approve or disapprove any Contract Documents within five (5) business days following delivery to Landlord's property manager, Landlord shall be deemed to have approved the Contract Documents so submitted, Tenant shall also be responsible for obtaining all government permits and approvals required to complete the Initial Tenant Improvements. (d) Tenant shall enter into a guaranteed maximum price construction contract with Raiser Construction Company substantially in the form attached hereto as Exhibit "C" to complete all of the Initial Tenant Improvements other than the installation of telecommunications and security systems, for which Tenant shall contract with specialty contractors reasonably acceptable to Landlord. Landlord agrees to have a Landlord representative in attendance at weekly project meetings with Tenant and its primary contractors during both the planning needs and construction phases of the Initial Tenant Improvements. Tenant shall not be required to pay Landlord a separate fee for construction administration or supervision in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial . (e) Landlord shall provide to Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment a tenant improvement allowance in the amount of Two Hundred Thirty-Seven Thousand Three Hundred and personal property and are limited No/100 Dollars ($237,300) (the "Tenant Improvement Allowance") to the fit-up construction, as generally laid out and specified on the Plans and Specifications. cover costs actually incurred by Tenant acknowledges that in completing the Initial Tenant Improvements, except as expressly provided in including without limitation the Plans cost of Tenant's architects and Specificationsengineers, will permit fees and related "soft costs." Tenant shall be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with responsible for paying all applicable law and to the general quality costs of the design and construction Initial Tenant Improvements in excess of the Building and in accordance with Landlord’s building standards Tenant Improvement Allowance. In the event the full Tenant Improvement Allowance is not expended to pay for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage the excess shall be applied by Landlord as a contractor or construction manager to perform or supervise credit against the construction Base Monthly Rent next due and to proceed to construct payable. All disbursements from the Initial Tenant Improvements in substantial conformance Improvement Allowance shall be made pro rata with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvementspayments made directly by Tenant, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent based on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except budget for the Initial Tenant Improvements approved by Landlord and any repairs expressly required Tenant, as it may be amended from time to time. Landlord shall disburse funds from the Tenant Improvement Allowance either directly to Raiser Construction Company, its subcontractors and suppliers or Tenant's specialty contractors pursuant to draw requests submitted on AIA G702 or G703 forms and approved by Tenant or to Tenant upon presentation to Landlord of invoices evidencing amounts advanced by Tenant. All disbursements shall be made within five (5) business days following a request therefor, accompanied by Landlord under this Leaseappropriate supporting documentation, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to including without limitation evidence of corresponding direct payments by Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 Tenant has provided Landlord In connection with all necessary information regarding Tenant’s space planning needs in connection with its use performance of the PremisesTenant’s Initial Construction (as defined in Exhibit B), Landlord at its expense shall demolish the existing tenant improvements in the Leased Premises (“Demolition Work”). Based upon such information supplied Landlord may, at its election, cause the Demolition Work to be performed by the contractor engaged by Tenant, space plans pursuant to a separate contract with Landlord. Landlord shall complete the Demolition Work on or before the date ten (10) days after the execution and specifications have been prepared delivery of the Lease. If such work is not sufficiently completed by such date to permit the commencement of Tenant’s Initial Construction without interference (and such delay is not due to an act or request by Tenant and Tenant is otherwise ready to commence its work), then the Scheduled Term Commencement Date shall be delayed by one day for each day of delay in such completion of the Demolition Work. Landlord at its expense shall also construct the common area corridors on the floor in building standard condition (the “Plans and SpecificationsCorridor Work”) and construct a new demising wall separating such corridor from the initial Leased Premises (studs and corridor-side sheetrock only to the point of turnover to Tenant for the layout commencement of Tenant’s leasehold improvements to Initial Construction) (the Premises (“Initial Tenant ImprovementsDemising Wall Work”). The Initial Tenant Improvements shall not include parties will reasonably cooperate with each other to coordinate the Corridor Work (such that such work is substantially completed by the date Tenant’s furnitureInitial Construction is substantially completed) and the Demising Wall Work by Landlord with Tenant’s Initial Construction. Notwithstanding the foregoing, trade fixturesLandlord may, equipment and personal property and are limited at its election, cause the Corridor Work and/or the Demising Wall Work to be performed by the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested contractor engaged by Tenant, providedpursuant to a separate contract with Landlord, however, to the extent Landlord agrees to any in which event such changes, Tenant agrees that any additional cost resulting from such approved changes work shall be performed concurrently with Tenant’s Initial Construction. If Landlord’s contractor is performing the responsibility of Tenant and Demising Wall Work, Landlord shall be paid in full by Tenant to Landlord within substantially complete the Demising Wall Work on or before the date ten (10) business days after the execution and delivery of billing therefor the Lease. If the Demising Wall Work is performed by Landlord; ’s contractor and Tenant agrees that if any is not sufficiently completed on or before such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, date to obtain all necessary permits and approvals for permit the construction commencement of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of Initial Construction without interference (and such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete delay is not due to an act or request by Tenant Delay (as defined belowand Tenant is otherwise ready to commence its work), Tenant then the Scheduled Term Commencement Date shall receive a rent abatement of Base Rent on a be delayed by one day for day basis for each day after of delay in such completion of such work. All other preparation work in the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the initial Leased Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantiallyperformed in accordance with Exhibit B.

Initial Tenant Improvements. 11.01 Tenant has provided The Landlord with all necessary information regarding Tenant’s space planning needs in connection with shall, at its use of sole cost and expense, make the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises which are set forth in the work letter and plans and specifications listed in Exhibit C (the “Initial Landlord’s Work”) in accordance with both such work letter and plans and specifications listed in Exhibit C and all Legal Requirements. (i) Landlord shall comply in all material respects with all Legal Requirements applicable to the construction of the Landlord’s Work, including obtaining all permits and approvals and any costs and expense thereof shall be Landlord’s responsibility. (ii) All work to the Premises not included in Landlord’s Work (the “Tenant’s Work”) shall be Tenant’s responsibility and all costs related thereto shall be borne solely by Tenant Improvements(the “Tenant Costs”), provided that Landlord will reimburse Tenant for material increases in Tenant Costs to the extent Tenant can demonstrate that the increased Tenant Costs are third party costs and such increase is a result of a delay by Landlord that persists beyond the Grace Period (as defined in Section 17.4(b)) in the performance of Landlord’s Work. The Initial Tenant Improvements Costs shall be funded by Tenant, at Tenant’s option, either directly or through payment of “Tenant Improvement Rent.” “Tenant Improvement Rent” shall be calculated as an amount payable monthly and sufficient to amortize the Tenant Costs over the Original Term at an annual interest rate of [***] percent ([***]%). Tenant Improvement Rent may be prepaid at any time, with interest calculated as follows: (A) as to the Tenant Improvement Rent for the Phase I Premises, interest shall be calculated from the Phase I Rent Commencement Date through the date of prepayment, (B) as to the Tenant Improvement Rent for the Phase II Premises, interest shall be calculated from the Phase II Rent Commencement Date to the date of prepayment, and (C) as to the Tenant Improvement Rent for the Phase III Premises, interest shall be calculated from the Phase III Rent Commencement Date through the date of prepayment. (iii) Landlord shall provide basic design programming for the Premises using the services of Xxxxxx & Xxxxxxx Associates, Inc. for base building, architectural, mechanical, electrical and plumbing design, but shall not include provide Tenant programming, interior design, selection of Tenant specialties, finishes, signage, branding or exterior improvements beyond those described in Exhibit C. All such costs beyond those described in Exhibit C shall be borne by Tenant. General contracting for Tenant’s furnitureWork shall be by Struever Bros. Eccles & Xxxxx, trade fixturesInc., equipment with general conditions and personal property fee to be calculated at [***] percent ([***]%) of the cost of Tenant’s Work. (iv) Except as set forth in Exhibit C, Landlord shall use new building standard materials, quantities and are limited procedures to construct and complete the fit-up constructionLandlord’s Work, as generally laid out and specified on the Plans shall perform all work in a good and Specificationsworkmanlike manner. Tenant acknowledges that the Initial Tenant ImprovementsLandlord, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein)expense, in compliance with all applicable law and to shall complete the general quality of the design and construction of the Building and Punch List items in accordance with Section 10.1(a)(vi) hereof, including Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make pay for any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications applicable general conditions in connection with the construction completion of the Initial Punch List. Landlord shall (A) provide Tenant Improvementswith full and complete information on all warranties and guaranties relating to the Landlord’s Work, provided (i) same do not materially adversely modify the Plans and Specifications; and (iiB) such changes promptly after written notice thereof given within the one (1) year period after Substantial Completion of the Landlord’s Work as to the applicable phase of the Premises, cure any and substitutions will not adversely affect all defects in the Landlord’s Work at Landlord’s sole cost and expense. This is in addition to any obligation on Landlord under this Lease to make repairs. (v) Tenant shall review and either approve or notify Landlord of its proposed changes, if any, to the work letter and plans and specifications listed in Exhibit C within seven (7) days of Tenant’s operations receipt thereof. Any proposed changes must be accompanied by a good faith estimate of the costs related thereto. If the Tenant fails to respond within such seven (7) day period, such work letter and plans and specifications shall be deemed approved. Landlord shall make any reasonable changes to such work letter and/or plans and specifications timely requested by the Tenant and necessary to make the plans and specifications conform to Exhibit C or the work letter as the case may be. Tenant agrees to deliver the design development drawings and construction drawings for the Premises in accordance with that certain schedule as set forth on Exhibit E (the “Schedule of Deliveries”). Tenant acknowledges that if Tenant fails to make such deliveries to Landlord within the times specified as set for on the Schedule of Deliveries, delivery of the Premises may be delayed and Landlord shall not be responsible to Tenant for costs incurred by Tenant resulting from a delay in delivery of the Premises. (vi) Within five (5) business days after Landlord has notified Tenant that Landlord has achieved Substantial Completion of the Landlord’s Work (whether or not Tenant is then in possession of some or all of the Premises), Landlord and Tenant shall prepare the Punch List. Landlord shall immediately commence to complete or correct the items on the Punch List. Landlord shall complete all Punch List items within three (3) months following Substantial Completion, unless such item(s) cannot be completed within such time frame because of its nature, or as a result of a force majeure event, in which case the Landlord shall notify Tenant in writing of such uncompleted items and diligently work to complete such item(s) within a reasonable time thereafter. Failure to complete the Punch List items within three (3) months, unless excused per the prior sentence, will entitle Tenant to withhold, until such work is completed, Base Rent equal to [***] percent ([***]%) of Tenant’s estimate of the cost required to complete the Punch List items. If after an additional three (3) months, Punch List items not otherwise excused or properly deferred have not been completed, Tenant may at any time perform such work on its own and use the withheld Base Rent in full payment therefore. Upon request of either party, the foregoing procedure for establishing a Punch List and completing the Punch List items may be applied to one or more phases of the Premises as each is Substantial Completed. Tenant’s taking possession of the Premises and acceptance of the Premises shall not constitute a waiver of any warranty or of any defect in regard to Landlord’s Work (“construction defect”). All work and equipment included in Landlord’s Work shall be warranted by Landlord for a period of one (1) year after Substantial Completion of the Landlord’s Work as to the applicable phase of the Premises. Landlord hereby agrees shall be responsible for causing the correction or remedy of any construction defects covered by such warranty or warranties within the one (1) year period after Substantial Completion of the Landlord’s Work as to notify Tenant the applicable phase of such changes and substitutions before implementing the samePremises. In addition, Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable will assign to Tenant any manufacturer’s warranties associated with equipment forming part of Landlord’s Work but only for any failure such equipment that Tenant is responsible for maintaining and repairing pursuant to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement terms of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 (a) Following execution of this Lease, Tenant has provided Landlord with all shall provide to Landlord, for Landlord's reasonable approval, a full set of architectural plans and specifications ("Plans") to the extent necessary information regarding Tenant’s space planning needs in connection with its use for the build-out of the PremisesPremises ("Initial Tenant Improvements") and capable of being presented for the purposes of obtaining all applicable building permits from the City of Chicago. Based upon such information supplied The Plans shall be prepared by a reputable architect selected by Tenant and approved by Landlord and shall be paid for by Tenant, space plans except as set forth in Section 10.5(c) below. Landlord may engage, at Landlord's sole cost and specifications have been prepared (expense, an architect to review the “Plans, in which event Tenant shall cause its architect to coordinate with Landlord's architect. If needed, Tenant shall engage, at Tenant's sole cost and expense, a permit expediter, approved by Landlord. Upon receipt of Landlord's approval of the Plans, Tenant shall present the Plans and Specifications”) to contractors for bids. All contractors bidding on the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements shall be subject to Landlord's prior reasonable approval, which approval shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specificationsbe unreasonably withheld. Tenant acknowledges that shall construct or cause to be constructed in the Premises, all improvements in accordance with the provisions of this Lease, and all applicable laws, codes, ordinances, statutes and regulations. Tenant shall be responsible for all utilities consumed in the Premises during the construction of the Initial Tenant Improvements, except as expressly provided in . Tenant shall also reimburse Landlord for its actual costs for rubbish removal during the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Initial Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested Improvements if rubbish removal is not provided directly by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below)'s contractor. 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for (b) During the construction of the Initial Tenant Improvements, to engage Landlord will not charge a contractor "Coordination or construction manager to perform administrative" fee (or supervise any fees associated with using the freight elevators) during normal business hours (Monday-Friday, 8:00am-6:00pm). Currently, the after hours charge for using the freight elevator is $60.00 per hour. However, Landlord will be reimbursed by Tenant for Landlord's actual out-of-pocket if any of the following occur: (a) Landlord pays for the services of an outside vendor or consultant in the process of reviewing/approving Tenant's plans or construction; or (b) if Landlord incurs actual costs in the coordination/assistance of Tenant during the construction phase; or (c) a supervisory fee is incurred related to Tenant's use of the loading dock or hoist after normal business hours (Monday-Friday, 8:00am-6:00pm). (c) Landlord shall provide Tenant with a Tenant Improvement Allowance ("Allowance") for hard and soft costs in the amount of $35.00 per rentable square foot or $563,570.00 based on 16,102 rentable square feet, of which no more than $10.00 per rentable square foot shall be used to proceed to construct pay for the soft costs associated with the Initial Tenant Improvements Improvements. Tenant may take, as a base rental credit, up to $5.00 per rentable square foot of the soft costs. The Allowance shall be disbursed through a construction escrow at Near North National Title, LLC in substantial conformance with substantially the form attached hereto as Exhibit D, which escrow shall provide interest at competitive rates. In addition to the Allowance, Landlord shall reimburse Tenant's space planner for one (1) original set of space plans and one (1) revision. (d) Upon execution of this Lease and mutual approval of the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of costs for the Initial Tenant Improvements, provided (i) same do not materially adversely modify if the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant cost of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver exceeds the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below)Allowance, Tenant shall receive a rent abatement deposit the difference in the cost of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Leasethe Allowance into the construction escrow. If as a result of a proposed change order, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The cost of the Initial Tenant Improvements increases, (and such increased cost exceeds the Allowance), Tenant shall upon execution of such change order, deposit the amount of the increase into the construction escrow. Any change order must be reviewed and approved by Tenant and Landlord. (e) Tenant's contractor shall make requests for payment no more frequently than monthly (the "Draw"). Each Draw shall be deemed “Substantially Complete” on submitted by Tenant's contractor to Tenant for its review and approval. After Tenant has approved such Draw, Tenant shall forward it to Landlord for its review and approval of the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) Draw and a letter from Landlord’s contractor its determination that the Initial Tenant Improvements are Substantiallyin substantial compliance with the plans and specifications. Landlord shall review and submit each Draw to Near North National Title, LLC for payment.

Initial Tenant Improvements. 11.01 Tenant has provided (a) Landlord with all necessary information regarding Tenant’s space planning needs shall construct, or cause to be constructed, in connection with its use of the Premises. Based upon such information supplied by Tenanta good and workmanlike manner, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold certain improvements to the Demised Premises as provided for in the Tenant’s Plans (as hereinafter defined). The work described in the Tenant’s Plans is hereinafter referred to as the “Initial Tenant Improvements”). The . (b) Landlord and Tenant have attached hereto the initial plans (the “Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that Plans”) for the Initial Tenant Improvements, consisting of the space plan attached hereto as Exhibit “B” (the “Space Plan”) and the construction standards attached hereto as Exhibit “B-1” (the “Construction Standards”). Tenant shall provide to Landlord any reasonable information required by Landlord for preparation of the Construction Drawings (as hereinafter defined), including, without limitation, Tenant’s finish selections, mechanical loads, electrical loads and locations, furniture plans and special lighting and use requirements, if any (collectively, the “Construction Information”) on or before the Construction Information Submission Date. In the event additional or supplemental Construction Information is required by Landlord, Tenant shall, within five (5) days after Landlord's request therefor, provide to Landlord such Construction Information. Landlord, no later than thirty (30) days after the Construction Information Date, shall prepare and deliver to Tenant for Tenant’s approval, a complete and coordinated set of working, finished and detailed construction and engineering drawings and specifications for the Initial Tenant Improvements (the "Construction Drawings"), which shall (i) be prepared in conformity with the Initial Plans, (ii) comply with all legal requirements and Building and Construction Standards, and (iii) be sealed by a licensed architect and suitable for the issuance of any required building permit. If Tenant does not provide Landlord with a written response within five (5) business days of Landlord’s delivery of the Construction Drawings to Tenant, the Construction Drawings shall be deemed approved by Tenant. In the event Tenant does not approve of the Construction Drawings, then within five (5) business days after Landlord’s delivery of the Construction Drawings to Tenant (the “Approval Period”), Tenant shall provide good faith detailed written reasons for such disapproval (the “Detail Notice”); provided, that Tenant shall use commercially reasonable good faith efforts to provide the Detail Notice as soon as possible after the commencement of the Approval Period, but in no event later than the expiration of the Approval Period. Within an additional ten (10) days after the receipt of the Detail Notice, Landlord shall resubmit the Construction Drawings to Tenant, and the process shall be repeated until the Construction Drawings have been approved, or deemed approved, by Tenant; except as expressly provided Tenant shall not comment on any portion of the Construction Drawings which previously were not timely disapproved in the Plans manner set forth above. Landlord or Landlord's agent, at no additional charge to Tenant, shall act as construction manager with respect to the Initial Tenant Improvements. Landlord shall apply to the appropriate governmental authorities for any building permit(s) that shall be required in connection with Landlord's performance of the Initial Tenant Improvements. Landlord shall diligently prosecute the Initial Tenant Improvements to completion, using building standard materials and Specifications, will be designed and constructed at Landlordfinishes as set forth in Exhibit B-1. Landlord shall perform the Initial Tenant Improvements in accordance with the Tenant’s sole cost and expense (except as otherwise provided herein)Plans, in compliance with all legal requirements, and otherwise in a good and workmanlike manner. Landlord reserves the right however, (i) to make substitutions of material of equivalent grade and quality when and if any specified material shall not be readily and reasonably available, and (ii) to make changes necessitated by conditions met in the course of construction, provided that Tenant's approval of any substantial change shall first be obtained (which approval shall not be unreasonably withheld or delayed so long as there shall be general conformity with the Tenant’s Plans). Landlord shall arrange for any inspections, and shall, at its sole cost and expense, apply for and obtain any temporary or final Certificate of Occupancy, required by any governmental authority. (c) The Initial Plans and the Construction Drawings, as finally approved by all applicable law and governmental authorities, are hereinafter collectively referred to as the “Tenant’s Plans”. Notwithstanding anything to the general quality of contrary contained herein, if the design and construction of final Construction Drawings, as finally approved by all applicable governmental authorities, contain any work which was not included in, is different than or otherwise exceeds the Building and in accordance with Landlord’s building standards for requirements of, the Building. Tenant has approved and agreed to Initial Plans, then the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord same shall have no obligation to make any changes to the Plans and Specifications constitute a change order requested by Tenant, provided, however, Tenant (a “Tenant Change Order”) and Tenant shall pay any increase in the cost attributable to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost or resulting from such Tenant Change Order (including, without limitation, additional Architect’s fees and additional costs of constructing the Initial Tenant Improvements, as well as Landlord’s additional administrative costs and engineering review fees). Any delay in the date of Substantial Completion (as hereinafter defined) by reason of any such Tenant Change Order shall constitute a Tenant Delay as hereinafter defined. Without limiting the foregoing, and unless otherwise specifically agreed by Landlord and Tenant or otherwise specifically detailed in the Initial Plans approved changes by Landlord, all materials, finishes, quality levels, quantities and the like applicable to the Initial Tenant Improvements as depicted in the Initial Plans shall be consistent with the responsibility “building standard” items generally provided by Landlord for comparable tenancies in the Building. (d) Tenant Change Orders shall not be permitted without the prior written approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed by Landlord so long as the Tenant and Change Order does not delay Substantial Completion or materially increase the cost of the Initial Tenant Improvements. If Landlord approves any Tenant Change Order then, notwithstanding anything to the contrary contained herein, Tenant shall be paid pay any increase in full by the cost of constructing the Initial Tenant to Landlord Improvements resulting from such Tenant Change Order within ten (10) business days after receipt of billing therefor Landlord’s invoice therefor. As a condition to Landlord’s approval of any Tenant Change Order, Landlord may require that, prior to Landlord’s commencement of any work related to such Tenant Change Order, Tenant shall pay to Landlord fifty percent (50%) of the amount estimated by Landlord; Landlord to become due to Landlord with respect to such Tenant Change Order and the remaining fifty percent (50%) when the work under the Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below)Change Order has been substantially completed and ready for Tenant’s use and occupancy. 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction (e) Upon Substantial Completion of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise Landlord shall notify Tenant and Tenant shall inspect the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance Demised Premises with the Plans and SpecificationsLandlord within three (3) business days after Tenant’s receipt of Landlord’s notice. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction Within two (2) business days of completion of the Initial Tenant Improvementsinspection, provided it shall be presumed that all work theretofore performed by or on behalf of Landlord was satisfactorily performed in accordance with, and meeting the requirements of, this Lease, excepting, however: (i) same do required work not materially adversely modify actually completed by Landlord and which is identified at the Plans time of the inspection on a list prepared by the construction representatives of Landlord and Specifications; and Tenant (“Punchlist Items”), or (ii) to latent defects in such changes and substitutions will work which could not adversely affect Tenant’s operations reasonably have been discovered at the time of the inspection provided that Tenant notifies Landlord in writing of such defects within one (1) year after the PremisesCommencement Date. Landlord hereby agrees to notify Tenant shall substantially complete the Punchlist Items within sixty (60) days of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10inspection, 2017, but in no event shall Landlord be liable to Tenant except for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (Long Lead Items as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenantset forth herein. 11.04 The (f) Landlord’s work in constructing the Initial Tenant Improvements shall be deemed to be “Substantially CompleteCompleted”, and “Substantial Completion” shall mean, when: (i) the work to be performed by Landlord shown on the date Tenant’s Plans has been completed except for minor or insubstantial details of construction, mechanical adjustments, or finishing touches like plastering or painting, which items shall not materially and adversely affect Tenant’s conduct of its ordinary business activities in the Demised Premises, and (ii) the “issuance of a temporary or final Certificate of Occupancy by the municipality so that Tenant may lawfully occupy the Demised Premises for its ordinary business activities (except to the extent that such lawful occupancy is conditioned on remaining installations, work or improvements to be performed by Tenant). Notwithstanding the foregoing, in the event that Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements is delayed, in whole or in part, by acts or omissions of Tenant, and which delay is not within the control of Landlord (a “Tenant Delay”), including, without limitation, for the reasons set forth in subparagraphs (i) through (iv) below, then Tenant’s obligation to pay Rent hereunder shall not be affected or deferred on account of such delay and, for purposes of establishing the Delivery Date hereunder, the “Delivery Date” shall be deemed to occur on the Estimated Delivery Date (or such later date as may result from delays in Substantial Completion that are Substantiallynot attributable to Tenant Delay, subject to the limitations set forth in Section 4(a) below):

Initial Tenant Improvements. 11.01 Tenant has provided Landlord with all necessary information regarding (a) Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold 's initial tenant improvements to the Premises (“"Initial Tenant Improvements”). The Initial ") shall be installed by Tenant Improvements shall not include at Tenant’s furniture, trade fixtures, equipment and personal property and are limited to 's sole expense in accordance with the fit-up construction, Tenant Workletter Agreement attached hereto as generally laid out and specified on the Exhibit B. Plans and Specifications. Tenant acknowledges that specifications for the Initial Tenant Improvements, except as expressly provided in and the Plans contractors and Specificationssubcontractors utilized by Tenant, will shall be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and subject to the general quality prior approval of the design and construction of Landlord, which approval shall not be unreasonably withheld. (b) Landlord shall install a new roof for the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed replace any ceiling tiles damaged by previous roof leaks prior to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten Commencement Date (10) business days of billing therefor by "Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below's Work"). 11.03 Landlord shall proceed(c) Upon execution of this Lease, using reasonable efforts, to obtain all Tenant may conduct architectural and other construction studies necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans Improvements. Such studies shall be completed at Tenant's sole cost and Specificationsexpense. Tenant shall indemnify and hold Landlord reserves the right to make changes harmless from any and substitutions to the Plans all liens, costs and Specifications liabilities incurred in connection with such studies. (d) Upon expiration or sooner termination of this Lease, all improvements and additions to the construction Premises, except Tenant's trade fixtures, shall be deemed the property of the Initial Tenant ImprovementsLandlord, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that remove any such work has not been Substantially Completed. Except for the Initial improvements installed by Tenant Improvements and any repairs expressly which are required to be made removed by Landlord under this Lease, or the Master Landlord and shall have no obligation repair any damage to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenantcaused by such removal. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 The Tenant, at the Tenant’s expense, shall commence within seven (7) days after obtaining all applicable building permits and the Landlord’s approval of the Plans but in no event later than August 15, 2012, to construct the Tenant has provided Improvements to the Premises more particularly described in the attached Exhibit D. Prior to the commencement of the Tenant Improvements, the Authority shall be permitted to post notices of non-responsibility at the Premises in accordance with California Civil Code Section 3094. Within one hundred and twenty (120) days after the Commencement Date, Tenant shall deliver to Landlord for its written approval two (2) set each of fully dimensioned one-quarter inch (1/4”) scale drawings (the “Plans”) all in conformity with the Tenant Improvements, as described in Exhibit D, showing a complete floor plan of the Premises, including, but not limited to, the location of all utilities, lighting and electrical outlets, partitions, store front, trade fixtures plans and any other specifications which would affect the construction or design of the demised Premises. In addition, the Tenant shall provide interior elevators showing placement of displays, fixtures, mirrors and other wall treatments and a layout of the interior décor, which shall include furniture, equipment, materials and color schemes. The Landlord shall have fifteen (15) days within which to approve or disapprove the Tenant’s Plans. If the Plans are disapproved, the Tenant shall make reasonable changes to the Plans as are required by the Landlord and shall again submit two (2) sets to the Landlord for approval. The foregoing procedure shall be followed until a mutually satisfactory set of Plans is approved by the Landlord. Upon the Landlord’s approval of the Plans, the Tenant shall thereupon immediately proceed with due diligence, at its own expense (other than the Tenant Improvements Allowance), to install thereon the Tenant Improvements, and shall, upon final completion of the Tenant Improvements, furnish the Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of certificates and approvals relating to any work or installations done by the Premises. Based upon such information supplied Tenant that may be required by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”)any governmental or insurance requirements. The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation responsibility for any loss of or damage to make any changes of the Tenant’s property so installed or left on the Premises. At all times during the Term, the Tenant shall maintain or cause the Tenant’s contractor(s) to maintain in effect insurance complying with this Lease. During the construction of the Tenant Improvements, the Tenant shall not materially impair the Structural Integrity of the Building without the Landlord’s prior written consent, which shall be granted only upon the Owner consenting to such work pursuant to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Master Lease. The Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant responsible for obtaining all required approvals, permits, and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals licenses from required governmental authorities for the construction of the Initial Tenant Improvements, to engage a contractor or . The Tenant shall cause construction manager to perform or supervise of the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans to be substantially completed no later than September 15, 2012 and Specifications. Landlord reserves the right to make changes and substitutions shall, upon completion, deliver to the Plans and Specifications in connection with Landlord a copy of the certificate of occupancy issued by the City on completion of the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify . For the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant purposes of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on to have completed the date (construction of the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received Improvements upon the City’s issuance of a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by Premises. Promptly following the Town completion of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantiallythe Tenant shall use and occupy the Premises for the Permitted Use.

Initial Tenant Improvements. 11.01 Landlord at its expense shall construct (a) the common area corridors on the floor in building standard condition (the “Corridor Work”) and (b) a new demising wall separating such corridor from the Additional Premises (studs and corridor-side sheetrock only to the point of turnover to Tenant has provided Landlord with all necessary information regarding for the commencement of Tenant’s space planning needs in connection with its use Construction Work under Exhibit B hereto) (the “Demising Wall Work”). Within the common area corridor and other non-Tenant portion of the Premisesfloor resulting from such demising work, Landlord is responsible for reconfiguration of life safety systems, HVAC, electrical wiring, painting, and finishing, and Tenant is responsible for reconfiguration of such elements within its Leased Premises (subject to reimbursement from the Tenant Work Allowance). Based upon The parties will reasonably cooperate with each other to coordinate the Corridor Work (such information supplied that such work is substantially completed by the date Tenant’s Construction Work in the Additional Premises is substantially completed) and the Demising Wall Work by Landlord (prior to the Delivery Date). Notwithstanding the foregoing, Landlord may, at its election, cause the Corridor Work and/or the Demising Wall Work to be performed by the contractor engaged by Tenant, space plans and specifications have been prepared (pursuant to a separate contract with Landlord, in which event such work shall be performed concurrently with Tenant’s Construction Work. If Landlord’s contractor is performing the “Plans and Specifications”) Demising Wall Work, Landlord shall substantially complete the Demising Wall Work on or before the Delivery Date for the layout Additional Premises. Notwithstanding the foregoing, if Tenant exercises the Initial Expansion Right for the balance of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements Floor 12 under Section 2.01(c) above, then Landlord shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager obligated to perform any Corridor Work or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications Demising Wall Work in connection with the construction delivery of the Initial Tenant Improvements, provided (i) same do not materially adversely modify Additional Premises and the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the PremisesExpansion Premises under Section 2.01. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or All other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such preparation work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this LeaseAdditional Premises, Landlord shall have no obligation to perform any together with all refurbishment work or construction to make for the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements Existing Subleased Premises, shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) performed by Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantiallyin accordance with Exhibit B attached hereto.

Initial Tenant Improvements. 11.01 Tenant has shall construct the initial tenant improvements following the Possession Date and during the first 18 months of the Term (those improvements completed during such period are herein called the "INITIAL IMPROVEMENTS") in accordance with Exhibit B, at Tenant's expense, except as provided below. (1) Tenant shall bear the entire cost of performing the Work (defined below) relating to the Initial Improvements (including, without limitation, design of the Initial Improvements and preparation of the Working Drawings, costs of construction labor and materials, electrical usage during construction, additional janitorial services, general tenant signage, related taxes and insurance costs relating thereto, all of which are herein collectively called the ("TOTAL CONSTRUCTION COSTS") in excess of the Construction Allowance. Upon the approval of the Working Drawings for the Initial Improvements and selection of a contractor, Tenant shall promptly execute a mutually agreeable work order agreement prepared by Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use which identifies such drawings, itemizes the Total Construction Costs and sets forth the Construction Allowance. (2) Provided no Event of Default exists, Landlord shall provide to Tenant a construction allowance for the Initial Improvements the "CONSTRUCTION ALLOWANCE") equal to the lesser of (A) the Total Construction Costs incurred for the Initial Improvements or (B) $624,000, of which a minimum of $520,000 of the Construction Allowance must be utilized to improve the Premises. Based upon The Construction Allowance shall be disbursed in monthly advances based on the cost of work incurred. Tenant shall submit to Landlord (but not more frequently than once per month) Construction Allowance requests accompanied by all invoices from contractors, subcontractors, and suppliers evidencing the cost of performing the Work for which the request is being submitted, together with lien waivers from such information supplied parties. Provided that no Event of Default exists, Landlord shall make advances of the Construction Allowance within 30 days after its receipt of the advance request accompanied by Tenantthe appropriate documentation; however, space plans and specifications have been prepared (the “Plans and Specifications”) for final draw of the layout amount of Tenant’s leasehold improvements the applicable allowance utilized to improve the Premises (“Initial Tenant Improvements”). The Initial Tenant Improvements Premises, which shall be 10% of the amount of such allowance allocated to improvement, shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with disbursed until Landlord has received final lien waivers from all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor persons performing work or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except supplying materials for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit from the appropriate governmental authority, if applicable to the Work for the Premises issued by Initial Improvements or, if applicable, evidence of governmental inspection and approval of the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that Work for the Initial Tenant Improvements are SubstantiallyImprovements. Any amount of the Construction Allowance above the minimum which must be utilized to improve the Premises shall be credited against Tenant's Rent during the first year of the Term.

Initial Tenant Improvements. 11.01 11.01. Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements to the Premises (“Initial Tenant Improvements”). , The Initial Tenant Improvements shall not include Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. , Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be substantially designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E.H. 11.02 11.02. Tenant agrees that Landlord shall have no obligation to make any material changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changeschanges whether material or immaterial, Tenant agrees that any additional actual cost to Landlord, in excess of the Improvement Allowance and the Additional Allowance, if applicable, resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 11.03. Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in Specifications or the Premises. Landlord hereby agrees to notify schedule or delivery of the Initial Tenant of such changes and substitutions before implementing the sameImprovements. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017the Anticipated Term Commencement Date, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that provided, however, in the event Landlord has failed to Substantially Complete the Initial Tenant Improvements are not completed by October 10, 2017 on or before the date that is sixty (60) days after the “Abatement Date”), and provided that Anticipated Term Commencement Date (as such failure to complete is not date shall be extended due to Tenant Delay (as defined belowherein) or Force Majeure), then Tenant shall receive be entitled to a rent abatement credit against Base Rent first due under the Lease in an amount equal to one day of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for sixtieth (60th) day until the Initial Tenant Improvements and any repairs expressly required to is Substantially Complete. Such rent credit shall be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make applied against the Premises fit for use and occupation or for Base Rent obligations beginning on the Term Commencement Date until such credit has been exhausted. 11.04. Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that ). Any of the Initial Tenant Improvements not fully completed (of which Tenant shall give Landlord notice as provided below) on the Term Commencement Date shall thereafter be so completed with reasonable diligence by Landlord. Notwithstanding the foregoing, if any delay in the Substantial Completion of the Initial Tenant Improvements by Landlord is due to Tenant Delays, then the Substantial Completion Date shall be deemed to be the date (as set forth in a written notice from Landlord to Tenant) the Initial Tenant Improvements would have been Substantially Complete, if not for such Tenant Delays, as reasonably determined by Landlord. “Tenant Delays”, shall mean delays caused by: (i) requirements of the Plans and Specifications requested by Tenant that do not conform to Landlord’s building standards for office build-out, or which contain long lead-time or non-standard items requested by Tenant; (ii) any material change in the Plans and Specifications requested by Tenant and agreed to by Landlord; (iii) any request by Tenant for a delay in the commencement or completion of the Initial Tenant Improvements for any reason; or (iv) any other act or omission of Tenant or its employees, agents or contractors which reasonably inhibits the Landlord from timely completing the Initial Tenant Improvements. The Premises shall not be deemed to be unavailable if only minor or insubstantial details of construction, decoration or mechanical adjustments remain to be done. If as a result of Tenant Delays the Premises are Substantiallydeemed ready for Tenant’s occupancy, pursuant to the foregoing (and the term shall have commenced by reason thereof), but the Premises are not in fact actually ready for Tenant’s occupancy, Tenant shall not (except with Landlord’s consent not to be unreasonably withheld, conditioned or delayed) be entitled to take possession of the Premises for the permitted use until the premises are in fact actually ready for such occupancy.

Initial Tenant Improvements. 11.01 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the PremisesAllowance. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s The leasehold improvements to be constructed by Tenant (the Premises (“"Initial Tenant Improvements”). The Initial Tenant Improvements shall not include ", at Tenant’s furniture, trade fixtures, equipment and personal property and are limited to the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s 's sole cost and expense (except as otherwise provided herein)for the hereinbelow described "Allowance", are generally described in compliance with all applicable law the preliminary plans and specifications (the "Preliminary Plans") identified on Attachment 1 to the general quality of the design this Addendum and construction of the Building and shall be constructed in accordance with the Final Plans to be submitted by Tenant and reviewed and approved by Landlord in accordance with the provisions of Paragraph (b) of this Addendum. Note: Landlord’s building standards for , at Landlord's sole cost and expense, shall construct the Building. Tenant has approved and agreed following improvements without regard to the Plans tenant improvement maximum as stated below: - repair cracks and Specificationsprotrusions in warehouse floor - remove, cap, and back-fill existing floor drains in warehouse - reinstall two rows of fluorescent warehouse lighting (not to exceed six two- bulb 8' chain hung fluorescent fixtures per row) - remove inoperable electrical service panel/disconnect at exterior of electrical service room on interior of premises. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes construct or to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals pay for the construction of the Initial Tenant Improvements. However, in addition to engage a contractor or construction manager Landlord's obligation to perform or supervise the Landlord's Improvements in accordance with Addendum 1 above, Landlord agrees to contribute toward the cost of construction and to proceed to construct of the Initial Tenant Improvements in substantial conformance with the Plans cash sum of up to $72,750 (the "Allowance"). The construction costs that may be reimbursed from the Allowance shall Include only the following: costs of labor, equipment, supplies and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the materials furnished for construction of the Initial Tenant Improvements; governmental fees and charges for required permits, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”)plan checks, and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except inspections for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or Improvements; charges for Tenant’s particular purpose 's design professionals; and charges for Landlord's design professionals for review of plans and monitoring of construction or to make them acceptable to Tenant. 11.04 The installation of the Initial Tenant Improvements. No other costs, fees or expenses of the Initial Tenant Improvements shall be deemed “Substantially Complete” on reimbursable out of the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are SubstantiallyAllowance.

Initial Tenant Improvements. 11.01 Landlord shall select a general contractor ("Contractor"), to construct the initial interior tenant improvements (the "Tenant has provided Improvements") in the Premises in accordance with the drawing prepared by Ambiance Associates ("Architect"), dated June 10, 1999, which was approved by Tenant and Landlord (the "Preliminary Plans"), and which are further described in Exhibit C-1 attached hereto. ----------- Landlord shall caused the final plans and construction drawings ("Final Plans") to be prepared, at no cost to Tenant, by the Architect based on the Preliminary Plans. After the completion of such Final Plans, Landlord shall submit the same to Tenant for Tenant's review and approval, which approval shall not be unreasonably withheld or delayed so long as such Final Plans are consistent with all necessary information regarding Tenant’s space planning needs in connection with its use the Preliminary Plans. Following the approval of the Premises. Based upon such information supplied Final Plans by Tenant, space plans and specifications have been prepared (Landlord shall cause the “Plans and Specifications”) for the layout of Tenant’s leasehold improvements Tenant Improvements to be constructed within the Premises on a "turn-key" basis in accordance with the Final Plans at no cost to Tenant, provided that Tenant shall be solely responsible for all costs associated with any Change Orders (“Initial Tenant Improvements”)as defined below) requested by Tenant. The Initial Tenant Improvements Landlord shall use commercially reasonable efforts (which efforts shall not include Tenant’s furnitureincurring any overtime or other special charges) to cause the Tenant Improvements to be substantially completed in accordance with the approved Final Plans in a timely fashion, trade fixtures, equipment subject to delays caused by tenant and personal property and are limited to Force Majeure (as defined in the fit-up construction, as generally laid out and specified on the Plans and SpecificationsLease). Tenant acknowledges and agrees that the Initial Commencement Date shall not be affected by any Tenant Improvements, except as expressly provided in the Plans and Specifications, will be designed and constructed at Landlord’s sole cost and expense (except as otherwise provided herein), in compliance with all applicable law and to the general quality of the design and construction of the Building and in accordance with Landlord’s building standards for the Building. Tenant has approved and agreed to the Plans and Specifications. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay Delays (as defined below). 11.03 Landlord . Landlord, or an agent of Landlord, shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications provide project management services in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to TenantChange Orders (hereinafter defined). 11.04 The Initial Tenant Improvements shall be deemed “Substantially Complete” on the date (the “Substantial Completion Date”) Tenant receives notice from Landlord that Landlord has received a certificate of occupancy (temporary or permanent) or a fully-signed off building permit for the Premises issued by the Town of Lexington (the “Certificate of Occupancy”) and a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantially

Initial Tenant Improvements. 11.01 Tenant has provided Landlord with all necessary information regarding Tenant’s space planning needs in connection with its use of the Premises. Based upon such information supplied by Tenant, space plans and specifications have been prepared (the “Plans and Specifications”) for the layout of Tenant’s leasehold The initial improvements to the Premises (“Initial Tenant Improvements”)shall be made in accordance with this Section 8.1. The Initial Tenant Improvements Landlord, through its general contractor approved by Tenant, shall not include Tenant’s furnitureconstruct the Premises, trade fixtures, equipment perform the work and personal property and are limited to make the fit-up construction, as generally laid out and specified on the Plans and Specifications. Tenant acknowledges that the Initial Tenant Improvements, except as expressly provided installations in the Plans and SpecificationsPremises, will be designed and constructed at Landlord’s sole cost cost, pursuant to the plans and expense specifications described on Exhibit B hereto (except the "Leasehold Improvements"). In addition, upon substantial completion of the Premises and after Tenant has accepted delivery thereof, Landlord shall remove the existing Muni Operator restroom and passenger shelter, and the adjacent sidewalks. The Landlord shall install new sidewalks pursuant to Department of Public Works requirements. The Leasehold Improvements and the other work to be performed by Landlord hereunder are referred to collectively as otherwise provided herein)"Landlord's Work". In conducting the removal work, Landlord shall use commercially reasonable efforts to leave undamaged and in compliance place the existing electrical service conduit that provides electrical service to the existing bathroom and shelter. Landlord shall secure and pay for any building and other permits and approvals, government fees, licenses and inspections necessary for the proper performance and completion of Landlord's Work. Tenant will cooperate with Landlord in its efforts to obtain such permits and approvals. Landlord shall provide copies to Tenant promptly following receipt thereof. Landlord shall be responsible for arranging for all inspections required by Xxxxxx's Bureau of Building Inspection. Landlord shall comply with and give notices required by all laws, rules, regulations, ordinances, building restrictions and lawful orders of public authorities bearing on the Landlord's Work. Without limiting the foregoing, construction of the Leasehold Improvements shall comply with all applicable law and to disabled access laws, including, without limitation, the general quality requirements of the design Americans with Disabilities Act of 1990, Title 24 of the California Code of Regulations (or its successor) and Tenant's requirements for program accessibility. Landlord shall pay prevailing wages in connection with construction of the Building Leasehold Improvement Work as further provided in Section 22.23 (Prevailing Wages), below, and shall not use tropical hardwood wood products, virgin redwood wood products as further provided in accordance with Landlord’s building standards for the Building. Tenant has approved Section 22.25 (Tropical Hardwood and agreed to the Plans and SpecificationsVirgin Redwood Ban), below. The Plans and Specifications are attached hereto as Exhibit E. 11.02 Tenant agrees that Landlord shall have no obligation to make any changes to the Plans and Specifications requested by Tenant, provided, however, to the extent Landlord agrees to any such changes, Tenant agrees that any additional cost resulting from such approved changes shall be the responsibility of Tenant and shall be paid in full by Tenant to Landlord within ten (10) business days of billing therefor by Landlord; and Tenant agrees that if any such changes do result in delay in Substantial Completion, same shall be deemed a Tenant Delay (as defined below). 11.03 Landlord shall proceed, using reasonable efforts, to obtain all necessary permits and approvals for the construction of the Initial Tenant Improvements, to engage a contractor or construction manager to perform or supervise the construction and to proceed to construct the Initial Tenant Improvements in substantial conformance with the Plans and Specifications. Landlord reserves the right to make changes and substitutions to the Plans and Specifications in connection with the construction of the Initial Tenant Improvements, provided (i) same do not materially adversely modify the Plans and Specifications; and (ii) such changes and substitutions will not adversely affect Tenant’s operations in the Premises. Landlord hereby agrees to notify Tenant of such changes and substitutions before implementing the same. Landlord agrees to use reasonable efforts to Substantially Complete the Initial Tenant Improvements in a good and workmanlike manner by August 10, 2017, but in no event shall Landlord be liable to Tenant for any failure to deliver the Premises on any specified date, nor shall such failure give rise to any default or other remedies under this Lease or at law or equity; provided that in the event the Initial Tenant Improvements are not completed by October 10, 2017 (the “Abatement Date”), and provided that such failure to complete is not due to Tenant Delay (as defined below), Tenant shall receive a rent abatement of Base Rent on a day for day basis for each day after the Abatement Date that such work has not been Substantially Completed. Except for the Initial Tenant Improvements and any repairs expressly required to be made by Landlord under this Lease, Landlord shall have no obligation to perform any work or construction to make the Premises fit for use and occupation or for Tenant’s particular purpose or to make them acceptable to Tenant. 11.04 The Initial Tenant Leasehold Improvements shall be deemed “Substantially Complete” on to be "substantially completed" for purposes of this Lease when they have been sufficiently completed so that Tenant can occupy the date Premises and conduct its business for its intended uses in the reasonable judgment of Tenant, through its Director of Transportation or his designee. The Leasehold Improvements shall be deemed substantially completed and shall be approved by Tenant even though there may remain minor details that would not interfere with Tenant's use ("punch list items"). Tenant shall deliver to Landlord a list of punch list items within 30 days after Xxxxxx's acceptance of the “Substantial Completion Date”) Premises, and Landlord shall diligently pursue to completion all such items. No approval by Tenant receives notice from or any of its Agents of the completion of the Leasehold Improvements for purposes of this Lease shall be deemed to constitute approval of any governmental or regulatory authority with jurisdiction over the Premises, and nothing herein shall limit Landlord’s obligations to obtain all such approvals. Landlord and Tenant acknowledge that Landlord has received a certificate shall complete the Leasehold Improvements exclusive of occupancy (temporary or permanent) or a fully-signed off building permit the installation of telecommunications, data and computer cabling facilities and equipment. Tenant, at Tenant's sole cost and expense, shall be responsible for installing such facilities and equipment, provided that Landlord shall furnish access to Tenant and its consultants and contractors to the main telephone service serving the Premises issued by for which access is needed for proper installation of all such facilities and equipment including, but not limited to, wiring. Tenant shall have the Town right to enter the Premises at reasonable times during the course of Lexington (the “Certificate Leasehold Improvements work in order to install such facilities and equipment. Tenant and Landlord shall use their good faith efforts to coordinate any such activities to allow the Leasehold Improvements and the installation of Occupancy”) such facilities and equipment to be completed in a letter from Landlord’s contractor that the Initial Tenant Improvements are Substantiallytimely and cost-effective manner.