Common use of Landlord Approvals Clause in Contracts

Landlord Approvals. Whenever Landlord approval or consent is required under this Attachment I, Landlord shall not unreasonably withhold, condition, or delay such approval or consent and in the event Landlord intends to withhold or condition such approval or consent, Landlord shall promptly provide an explanation of the reasons for such response in writing to the Tenant. Attachment II to Exhibit C Contractor’s Insurance Requirements Building: Landlord: BCIA New England Holdings LLC Tenant: Premises: The undersigned contractor or subcontractor (“Contractor”) has been hired by the tenant named above (hereinafter called “Tenant”) of the Building(s) named above (or by Tenant’s contractor) to perform certain work (“Work”) for Tenant in the Premises identified above. Contractor and Tenant have requested the landlord named above (“Landlord”) to grant Contractor access to the Building(s) and its facilities in connection with the performance of the Work, and Landlord agrees to grant such access to Contractor upon and subject to the following terms and conditions: 1. Contractor agrees to indemnify and save harmless Landlord and Landlord’s Agents and their respective affiliates, subsidiaries and partners, and each of them, from and with respect to any claims, demands, suits, liabilities, losses and expenses, including reasonable Attorneys’ Fees, arising out of or in connection with the Work (and/or imposed by law upon any or all of them) because of personal injuries, bodily injury (including death at any time resulting therefrom) and loss of or damage to property, including consequential damages, whether such injuries to person or property are claimed to be due to negligence of the Contractor, Tenant, Landlord or any other party entitled to be indemnified as aforesaid except to the extent specifically prohibited by law (and any such prohibition shall not void this Agreement but shall be applied only to the minimum extent required by law). 2. Contractor shall provide and maintain at its own expense, until completion of the Work, the following insurance: a. Workmen’s Compensation and Employers, Liability Insurance covering each and every xxxxxxx employed in, about or upon the Work, as provided for in each and every statute applicable to Workmen’s Compensation and Employers’ Liability Insurance. b. Comprehensive General Liability Insurance including coverages for Protective and Contractual Liability (to specifically include coverage for the indemnification clause of this Agreement) for not less than the following limits: Personal Injury: $3,000,000 per person $10,000,000 per occurrence Property Damage: $3,000,000 per occurrence $3,000,000 aggregate c. Comprehensive Automobile Liability Insurance (covering all owned, non-wned and/or hired motor vehicles to be used in connection with the Work) for not less than the following limits: Bodily Injury: $1,000,000 per person $1,000,000 per occurrence Property Damage: $1,000,000 per occurrence Contractor shall furnish a certificate from its insurance carrier or carriers to the Building office before commencing the Work, showing that it has complied with the above requirements regarding insurance and providing that the insurer will give Landlord ten (10) days’ prior written notice of the cancellation of any of the foregoing policies. 3. Contractor shall require all of its subcontractors engaged in the Work to provide the following insurance: a. Comprehensive General Liability Insurance with limits of liability at least $2,000,000.00 General Aggregate, $2,000,000.00 Products/Completed Operations Aggregate ($1,000,000.00 Each Occurrence $1,000,000.00 Personal Injury). b. Comprehensive Automobile Liability Insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection with the Work) with limits of liability at least equal to $1,000,000.00 Combined Single Limit. c. Umbrella Liability $5,000,000.00 Each Occurrence, $5,000,000.00 Aggregate Limit. Upon the request of Landlord, Contractor shall require all of its subcontractors engaged in the Work to execute an Insurance Requirements agreement in the same form as this Agreement. Agreed to and executed this day of , . Contractor: By: By: By: EXHIBIT D Form of Notice of Lease Pursuant to Massachusetts General Laws, Chapter 183, Section 4, notice is hereby given of the following Lease: Landlord: BCIA New England Holdings LLC, a Delaware limited liability company, having a principal place of business at c/o CrossHarbor Capital Partners LLC, Xxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. Tenant: Caliper Life Sciences, Inc., a Delaware corporation, having its principal office at 00 Xxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000. Date of Lease: As of April 25, 2005. Description of Leased Premises: The building known as 00 Xxx Xxxxxx and the building known as 00 Xxx Xxxxxx consisting of Units A-1 and D-1 of the Elmwood Park Condominium, as evidenced by that certain Phased Master Deed of the Condominium, dated February 24, 1988 and recorded with the Middlesex South District Registry of Deeds in Book 18895, Page 453, as amended and as the same may be amended from time to time, which condominium is governed by the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and By-Laws of the Association dated February 24, 1988 and recorded with said Deeds in Book 18895, Page 477, as the same may be amended from time to time. Term of Lease: Approximately ten (10) years. Extension Option Two (2) options to renew for a term of five (5) years each. This instrument is executed as notice of the aforesaid Lease and is not intended, nor shall it be deemed, to vary or govern the interpretation of the terms and conditions thereof. For title, see deed dated June 17, 1999 recorded with said Deeds in Book 30328, Page 496, the Premises being a portion of the property described in said deed. EXECUTED as a sealed instrument as of the 25th day of April, 2005. LANDLORD: BCIA NEW ENGLAND HOLDINGS LLC, a Delaware limited liability company By: BCIA NEW ENGLAND HOLDINGS MASTER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER CORP., a Delaware corporation, its Manager By: Name: Xxxx X. Xxxxxx Title: Executive Vice President TENANT: By: Name: Title: On this day of April, 2005, before me, the undersigned Notary Public, personally appeared Xxxx Xxxxxx, Executive Vice President of BCIA New England Holdings Manager Corp., as Manager of BCIA New England Holdings Manager LLC, as Manager of BCIA New England Holdings Master LLC, as Manager of BCIA New England Holdings LLC, proved to me through satisfactory evidence of identification, namely issued by the Commonwealth of Massachusetts, to be the person whose name is signed on the preceding document, and acknowledged to me that he signed it voluntarily for its stated purpose as Executive Vice President of BCIA New England Holdings Manager Corp.

Landlord Approvals. Whenever Landlord approval or consent is required under this Attachment I, Landlord shall not unreasonably withholduse good faith, conditiondiligent and commercially reasonable efforts to obtain (which obligation includes the timely preparation and submission of all applications and fees and the diligent pursuit thereof) all site, or delay such approval or consent development, zoning and building approvals, variances consents, permits and authorizations in final and binding format which are no longer subject to appeal (collectively, the event “Landlord intends to withhold or condition such approval or consent, Landlord shall promptly provide an explanation of the reasons for such response in writing to the Tenant. Attachment II to Exhibit C Contractor’s Insurance Requirements Building: Landlord: BCIA New England Holdings LLC Tenant: Premises: The undersigned contractor or subcontractor (“ContractorApprovals”) has been hired by the tenant named above (hereinafter called “Tenant”) of the Building(s) named above (or by Tenant’s contractor) to perform certain work and complete the Work within the time frames necessary for the timely completion of the Work as required by the Project Schedule, including for certainty, obtaining site plan approval and any required zoning variances in final and binding forms which are no longer subject to challenge or appeal (collectively, the “WorkSite Permit”) for Tenant in by June 30, 2015 (the Premises identified above“Permit Termination Date”). Contractor If Landlord (1) is unable to obtain the Site Permit; (2) does not have sufficient funds available to fund the Work (inclusive of the payment of the Construction Allowance) as and Tenant have requested when such payments are due under the landlord named above Construction Contract; or (“Landlord”3) to grant Contractor access to the Building(s) has not commenced and its facilities in connection is then diligently proceeding with the performance foundation and earth-works components of the Work, each by the Permit Termination Date, then, in each such case Tenant may terminate this Lease by delivering to Landlord written notice thereof at any time before the earlier of (A) ten business days following the Permit Termination Date or (B) the date on which Landlord obtains the Site Permit, obtains sufficient funds and commences construction of the earth-works, as aforesaid, as the case may be. Five days prior to the Permit Termination Date, Landlord agrees shall deliver evidence reasonably satisfactory to grant such access Tenant that it has satisfied each of the foregoing conditions. The termination right afforded to Contractor upon and Tenant under this Section 2.1 shall be Tenant’s sole remedy for Landlord’s failure to timely obtain the Site Permit, obtain sufficient funds to fund the Work (subject to the following terms joint and conditions: 1. Contractor agrees to indemnify and save harmless several liability of Landlord and Landlord’s Agents Guarantor to fund the Construction Allowance as described in the Lease and their respective affiliates, subsidiaries the Landlord’s Guarantee) and partners, and each commence construction of them, from and with respect to any claims, demands, suits, liabilities, losses and expenses, including reasonable Attorneys’ Fees, arising out of or in connection with the Work (and/or imposed by law upon any or all of them) because of personal injuriesas aforesaid, bodily injury (including death at any time resulting therefrom) save and loss of or damage to property, including consequential damages, whether such injuries to person or property are claimed to be due to negligence of the Contractor, Tenant, except where Landlord or any other party entitled to be indemnified as aforesaid except to the extent specifically prohibited by law (and any such prohibition shall not void this Agreement but shall be applied only to the minimum extent required by law). 2. Contractor shall provide and maintain at its own expense, until completion of the Work, the following insurance: a. Workmen’s Compensation and Employers, Liability Insurance covering each and every xxxxxxx employed in, about or upon the Work, as provided for is found in each and every statute applicable to Workmen’s Compensation and Employers’ Liability Insurance. b. Comprehensive General Liability Insurance including coverages for Protective and Contractual Liability (to specifically include coverage for the indemnification clause of this Agreement) for not less than the following limits: Personal Injury: $3,000,000 per person $10,000,000 per occurrence Property Damage: $3,000,000 per occurrence $3,000,000 aggregate c. Comprehensive Automobile Liability Insurance (covering all owneda final, non-wned and/or hired motor vehicles appealable judgment by a court of competent jurisdiction to be used in connection with have failed to fully discharge its obligations under the Work) for not less than the following limits: Bodily Injury: $1,000,000 per person $1,000,000 per occurrence Property Damage: $1,000,000 per occurrence Contractor shall furnish a certificate from its insurance carrier or carriers to the Building office before commencing the Work, showing that it has complied with the above requirements regarding insurance and providing that the insurer will give Landlord ten (10) days’ prior written notice first sentence of this Section 2.1. Time is of the cancellation essence for the delivery of Tenant’s termination notice under this Section 2.1; accordingly, if Tenant fails timely to deliver any of the foregoing policiessuch notice, Tenant’s right to terminate this Lease under this Section 2.1 shall expire. 3. Contractor shall require all of its subcontractors engaged in the Work to provide the following insurance: a. Comprehensive General Liability Insurance with limits of liability at least $2,000,000.00 General Aggregate, $2,000,000.00 Products/Completed Operations Aggregate ($1,000,000.00 Each Occurrence $1,000,000.00 Personal Injury). b. Comprehensive Automobile Liability Insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection with the Work) with limits of liability at least equal to $1,000,000.00 Combined Single Limit. c. Umbrella Liability $5,000,000.00 Each Occurrence, $5,000,000.00 Aggregate Limit. Upon the request of Landlord, Contractor shall require all of its subcontractors engaged in the Work to execute an Insurance Requirements agreement in the same form as this Agreement. Agreed to and executed this day of , . Contractor: By: By: By: EXHIBIT D Form of Notice of Lease Pursuant to Massachusetts General Laws, Chapter 183, Section 4, notice is hereby given of the following Lease: Landlord: BCIA New England Holdings LLC, a Delaware limited liability company, having a principal place of business at c/o CrossHarbor Capital Partners LLC, Xxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. Tenant: Caliper Life Sciences, Inc., a Delaware corporation, having its principal office at 00 Xxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000. Date of Lease: As of April 25, 2005. Description of Leased Premises: The building known as 00 Xxx Xxxxxx and the building known as 00 Xxx Xxxxxx consisting of Units A-1 and D-1 of the Elmwood Park Condominium, as evidenced by that certain Phased Master Deed of the Condominium, dated February 24, 1988 and recorded with the Middlesex South District Registry of Deeds in Book 18895, Page 453, as amended and as the same may be amended from time to time, which condominium is governed by the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and By-Laws of the Association dated February 24, 1988 and recorded with said Deeds in Book 18895, Page 477, as the same may be amended from time to time. Term of Lease: Approximately ten (10) years. Extension Option Two (2) options to renew for a term of five (5) years each. This instrument is executed as notice of the aforesaid Lease and is not intended, nor shall it be deemed, to vary or govern the interpretation of the terms and conditions thereof. For title, see deed dated June 17, 1999 recorded with said Deeds in Book 30328, Page 496, the Premises being a portion of the property described in said deed. EXECUTED as a sealed instrument as of the 25th day of April, 2005. LANDLORD: BCIA NEW ENGLAND HOLDINGS LLC, a Delaware limited liability company By: BCIA NEW ENGLAND HOLDINGS MASTER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER CORP., a Delaware corporation, its Manager By: Name: Xxxx X. Xxxxxx Title: Executive Vice President TENANT: By: Name: Title: On this day of April, 2005, before me, the undersigned Notary Public, personally appeared Xxxx Xxxxxx, Executive Vice President of BCIA New England Holdings Manager Corp., as Manager of BCIA New England Holdings Manager LLC, as Manager of BCIA New England Holdings Master LLC, as Manager of BCIA New England Holdings LLC, proved to me through satisfactory evidence of identification, namely issued by the Commonwealth of Massachusetts, to be the person whose name is signed on the preceding document, and acknowledged to me that he signed it voluntarily for its stated purpose as Executive Vice President of BCIA New England Holdings Manager Corp.

Landlord Approvals. Whenever Landlord approval or consent is required under this Attachment I, Landlord shall not unreasonably withhold, condition------------------ condition or delay the approval of the Plans (or clarifications thereto) except that Landlord may withhold its approval with regard to proposed Tenant Improvements which (a) will have an adverse visible impact from the exterior of the Building, or delay such (b) will adversely affect the structure of the Building (as a result of heavy loads or otherwise) or the electrical, heating, air conditioning, ventilation, plumbing, fire protection, life safety or other systems or equipment of the Building including the penthouse and the core. As a condition of Landlord's approval or consent and in of the event Landlord intends to withhold or condition such approval or consentproposed Tenant Improvements, Landlord shall promptly provide an explanation of have the reasons for such response right to notify Tenant in writing at the time of such approval that Tenant will be required upon termination or expiration of this Lease to the Tenant. Attachment II to Exhibit C Contractor’s Insurance Requirements Building: Landlord: BCIA New England Holdings LLC Tenant: Premises: The undersigned contractor or subcontractor (“Contractor”) has been hired remove any specified Tenant Improvements constructed by the tenant named above (hereinafter called “General Contractor or Tenant”) of the Building(s) named above (or by Tenant’s contractor) to perform certain work (“Work”) for 's contractors if in Landlord's reasonable judgment such Tenant Improvements are not customarily found in Class A office buildings in the Premises identified aboveLaurel, Maryland submarket and removal of such items would subject Landlord to unreasonable expense. Contractor If Tenant fails to remove such Tenant Improvements which were installed subject to such condition, Landlord may do so and Tenant have requested shall pay Landlord the landlord named above (“Landlord”) to grant Contractor access to the Building(s) and its facilities in connection with the performance of the Work, and Landlord agrees to grant such access to Contractor upon and subject to the following terms and conditions: 1. Contractor agrees to indemnify and save harmless Landlord and Landlord’s Agents and their respective affiliates, subsidiaries and partners, and each of them, from and with respect to any claims, demands, suits, liabilities, losses and expenses, including reasonable Attorneys’ Fees, arising out of or in connection with the Work (and/or imposed by law upon any or all of them) because of personal injuries, bodily injury (including death at any time resulting therefrom) and loss of or damage to property, including consequential damages, whether such injuries to person or property are claimed to be due to negligence of the Contractor, Tenant, Landlord or any other party entitled to be indemnified as aforesaid except to the extent specifically prohibited by law (and any such prohibition shall not void this Agreement but shall be applied only to the minimum extent required by law). 2. Contractor shall provide and maintain at its own expense, until completion of the Work, the following insurance: a. Workmen’s Compensation and Employers, Liability Insurance covering each and every xxxxxxx employed in, about or upon the Work, as provided for in each and every statute applicable to Workmen’s Compensation and Employers’ Liability Insurance. b. Comprehensive General Liability Insurance including coverages for Protective and Contractual Liability (to specifically include coverage for the indemnification clause of this Agreement) for not less than the following limits: Personal Injury: $3,000,000 per person $10,000,000 per occurrence Property Damage: $3,000,000 per occurrence $3,000,000 aggregate c. Comprehensive Automobile Liability Insurance (covering all owned, non-wned and/or hired motor vehicles to be used in connection with the Work) for not less than the following limits: Bodily Injury: $1,000,000 per person $1,000,000 per occurrence Property Damage: $1,000,000 per occurrence Contractor shall furnish a certificate from its insurance carrier or carriers to the Building office before commencing the Work, showing that it has complied with the above requirements regarding insurance and providing that the insurer will give Landlord entire cost thereof within ten (10) days’ prior written notice of the cancellation of any of the foregoing policies. 3. Contractor shall require all of its subcontractors engaged in the Work to provide the following insurance: a. Comprehensive General Liability Insurance with limits of liability at least $2,000,000.00 General Aggregate, $2,000,000.00 Products/Completed Operations Aggregate ($1,000,000.00 Each Occurrence $1,000,000.00 Personal Injury). b. Comprehensive Automobile Liability Insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection with the Work) with limits of liability at least equal to $1,000,000.00 Combined Single Limit. c. Umbrella Liability $5,000,000.00 Each Occurrence, $5,000,000.00 Aggregate Limit. Upon the request Business Days after receipt of Landlord, Contractor 's written demand therefor and this obligation shall require all survive the termination or expiration of its subcontractors engaged in the Work to execute an Insurance Requirements agreement in the same form as this Agreement. Agreed to and executed this day of , . Contractor: By: By: By: EXHIBIT D Form of Notice of Lease Pursuant to Massachusetts General Laws, Chapter 183, Section 4, notice is hereby given of the following Lease: Landlord: BCIA New England Holdings LLC, a Delaware limited liability company, having a principal place of business at c/o CrossHarbor Capital Partners LLC, Xxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. Tenant: Caliper Life Sciences, Inc., a Delaware corporation, having its principal office at 00 Xxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000. Date of Lease: As of April 25, 2005. Description of Leased Premises: The building known as 00 Xxx Xxxxxx and the building known as 00 Xxx Xxxxxx consisting of Units A-1 and D-1 of the Elmwood Park Condominium, as evidenced by that certain Phased Master Deed of the Condominium, dated February 24, 1988 and recorded with the Middlesex South District Registry of Deeds in Book 18895, Page 453, as amended and as the same may be amended from time to time, which condominium is governed by the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and By-Laws of the Association dated February 24, 1988 and recorded with said Deeds in Book 18895, Page 477, as the same may be amended from time to time. Term of Lease: Approximately ten (10) years. Extension Option Two (2) options to renew for a term of five (5) years each. This instrument is executed as notice of the aforesaid Lease and is not intended, nor shall it be deemed, to vary or govern the interpretation of the terms and conditions thereof. For title, see deed dated June 17, 1999 recorded with said Deeds in Book 30328, Page 496, the Premises being a portion of the property described in said deed. EXECUTED as a sealed instrument as of the 25th day of April, 2005. LANDLORD: BCIA NEW ENGLAND HOLDINGS LLC, a Delaware limited liability company By: BCIA NEW ENGLAND HOLDINGS MASTER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER CORP., a Delaware corporation, its Manager By: Name: Xxxx X. Xxxxxx Title: Executive Vice President TENANT: By: Name: Title: On this day of April, 2005, before me, the undersigned Notary Public, personally appeared Xxxx Xxxxxx, Executive Vice President of BCIA New England Holdings Manager Corp., as Manager of BCIA New England Holdings Manager LLC, as Manager of BCIA New England Holdings Master LLC, as Manager of BCIA New England Holdings LLC, proved to me through satisfactory evidence of identification, namely issued by the Commonwealth of Massachusetts, to be the person whose name is signed on the preceding document, and acknowledged to me that he signed it voluntarily for its stated purpose as Executive Vice President of BCIA New England Holdings Manager Corp.

Landlord Approvals. Whenever Landlord Landlord’s approvals of Tenant’s Plans shall not be unreasonably withheld or delayed and may be subject to reasonable conditions, but Landlord’s approval or consent is required under this Attachment I, Landlord disapproval of any Tenant’s Plans shall not unreasonably withhold, conditionbe in Landlord’s sole discretion if Tenant’s proposed work would (a) require changes to structural components or exterior design of the Building, or delay such approval or consent and in the event Landlord intends to withhold or condition such approval or consent, Landlord shall promptly provide an explanation of the reasons for such response in writing to the Tenant. Attachment II to Exhibit C Contractor’s Insurance Requirements Building: Landlord: BCIA New England Holdings LLC Tenant: Premises: The undersigned contractor or subcontractor (“Contractor”b) has been hired by the tenant named above (hereinafter called “Tenant”) of the Building(s) named above (or by Tenant’s contractor) to perform certain work (“Work”) for Tenant in the Premises identified above. Contractor and Tenant have requested the landlord named above (“Landlord”) to grant Contractor access to the Building(s) and its facilities in connection with the performance of the Work, and Landlord agrees to grant such access to Contractor upon and subject to the following terms and conditions: 1. Contractor agrees to indemnify and save harmless Landlord and Landlord’s Agents and their respective affiliates, subsidiaries and partners, and each of them, from and with respect require material modification to any claimsBuilding’s mechanical system or improvements or installation. Landlord shall, demands, suits, liabilities, losses and expenses, including reasonable Attorneys’ Fees, arising out of or in connection with the Work (and/or imposed by law upon any or all of them) because of personal injuries, bodily injury (including death at any time resulting therefrom) and loss of or damage to property, including consequential damages, whether such injuries to person or property are claimed to be due to negligence of the Contractor, Tenant, Landlord or any other party entitled to be indemnified as aforesaid except to the extent specifically prohibited by law (and any such prohibition shall not void this Agreement but shall be applied only to the minimum extent required by law). 2. Contractor shall provide and maintain at its own expense, until completion of the Work, the following insurance: a. Workmen’s Compensation and Employers, Liability Insurance covering each and every xxxxxxx employed in, about or upon the Work, as provided for in each and every statute applicable to Workmen’s Compensation and Employers’ Liability Insurance. b. Comprehensive General Liability Insurance including coverages for Protective and Contractual Liability (to specifically include coverage for the indemnification clause of this Agreement) for not less than the following limits: Personal Injury: $3,000,000 per person $10,000,000 per occurrence Property Damage: $3,000,000 per occurrence $3,000,000 aggregate c. Comprehensive Automobile Liability Insurance (covering all owned, non-wned and/or hired motor vehicles to be used in connection with the Work) for not less than the following limits: Bodily Injury: $1,000,000 per person $1,000,000 per occurrence Property Damage: $1,000,000 per occurrence Contractor shall furnish a certificate from its insurance carrier or carriers to the Building office before commencing the Work, showing that it has complied with the above requirements regarding insurance and providing that the insurer will give Landlord within ten (10) days’ prior written notice Business Days following receipt by Landlord of plans from Tenant, review, comment on and return the plans to Tenant, marked “Approved”, “Approved as Noted” or “Disapproved as Noted, Revise and Resubmit”. If the plans are returned to Tenant marked “Disapproved as Noted, Revise and Resubmit”, Tenant shall cause such plans to be revised, taking into account the reasons for Landlord’s disapproval, and shall resubmit revised plans to Landlord for review. The same procedure shall be repeated until Landlord fully approves the plans. Landlord shall be entitled to reimbursement from Tenant on demand for the third-party costs incurred by Landlord in reviewing plans hereunder. Tenant agrees and understands that Landlord’s review of all plans prepared by Tenant is solely to protect the interests of Landlord in the Building and the Premises, and Landlord shall not be the guarantor of, nor in any way or to any extent responsible for, the correctness or accuracy of any such plans or of the cancellation compliance of any such plans with applicable regulations, laws, ordinances, codes and rules or of the foregoing policies. 3. Contractor shall require all conformance of its subcontractors engaged such plans with existing conditions in the Work to provide the following insurance: a. Comprehensive General Liability Insurance with limits of liability at least $2,000,000.00 General Aggregate, $2,000,000.00 Products/Completed Operations Aggregate ($1,000,000.00 Each Occurrence $1,000,000.00 Personal Injury). b. Comprehensive Automobile Liability Insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection with the Work) with limits of liability at least equal to $1,000,000.00 Combined Single Limit. c. Umbrella Liability $5,000,000.00 Each Occurrence, $5,000,000.00 Aggregate Limit. Upon the request of Landlord, Contractor shall require all of its subcontractors engaged in the Work to execute an Insurance Requirements agreement in the same form as this Agreement. Agreed to and executed this day of , . Contractor: By: By: By: EXHIBIT D Form of Notice of Lease Pursuant to Massachusetts General Laws, Chapter 183, Section 4, notice is hereby given of the following Lease: Landlord: BCIA New England Holdings LLC, a Delaware limited liability company, having a principal place of business at c/o CrossHarbor Capital Partners LLC, Xxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. Tenant: Caliper Life Sciences, Inc., a Delaware corporation, having its principal office at 00 Xxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000. Date of Lease: As of April 25, 2005. Description of Leased Premises: The building known as 00 Xxx Xxxxxx and the building known as 00 Xxx Xxxxxx consisting of Units A-1 and D-1 of the Elmwood Park Condominium, as evidenced by that certain Phased Master Deed of the Condominium, dated February 24, 1988 and recorded with the Middlesex South District Registry of Deeds in Book 18895, Page 453, as amended and as the same may be amended from time to time, which condominium is governed by the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and By-Laws of the Association dated February 24, 1988 and recorded with said Deeds in Book 18895, Page 477, as the same may be amended from time to time. Term of Lease: Approximately ten (10) years. Extension Option Two (2) options to renew for a term of five (5) years each. This instrument is executed as notice of the aforesaid Lease and is not intended, nor shall it be deemed, to vary or govern the interpretation of the terms and conditions thereof. For title, see deed dated June 17, 1999 recorded with said Deeds in Book 30328, Page 496, the Premises being a portion of the property described in said deed. EXECUTED as a sealed instrument as of the 25th day of April, 2005. LANDLORD: BCIA NEW ENGLAND HOLDINGS LLC, a Delaware limited liability company By: BCIA NEW ENGLAND HOLDINGS MASTER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER CORP., a Delaware corporation, its Manager By: Name: Xxxx X. Xxxxxx Title: Executive Vice President TENANT: By: Name: Title: On this day of April, 2005, before me, the undersigned Notary Public, personally appeared Xxxx Xxxxxx, Executive Vice President of BCIA New England Holdings Manager Corp., as Manager of BCIA New England Holdings Manager LLC, as Manager of BCIA New England Holdings Master LLC, as Manager of BCIA New England Holdings LLC, proved to me through satisfactory evidence of identification, namely issued by the Commonwealth of Massachusetts, to be the person whose name is signed on the preceding document, and acknowledged to me that he signed it voluntarily for its stated purpose as Executive Vice President of BCIA New England Holdings Manager Corp.the

Landlord Approvals. Whenever Landlord Landlord's approvals of Tenant's Plans shall not be unreasonably withheld or delayed and may be subject to reasonable conditions, but Landlord's approval or consent is required under this Attachment Idisapproval of any Tenant's Plans shall be in Landlord's sole discretion if Tenant's proposed work would (a) require changes to structural components or exterior design of the Building, Landlord shall not unreasonably withhold, condition(b) require material modification to any Building's mechanical system or improvements or installation, or delay such approval or consent and in (c) have a negative impact on the event Landlord intends to withhold or condition such approval or consent, Landlord shall promptly provide an explanation value of the reasons for such response in writing to the TenantBuilding. Attachment II to Exhibit C Contractor’s Insurance Requirements Building: Landlord: BCIA New England Holdings LLC Tenant: Premises: The undersigned contractor or subcontractor (“Contractor”) has been hired by the tenant named above (hereinafter called “Tenant”) of the Building(s) named above (or by Tenant’s contractor) to perform certain work (“Work”) for Tenant in the Premises identified above. Contractor and Tenant have requested the landlord named above (“Landlord”) to grant Contractor access to the Building(s) and its facilities in connection with the performance of the WorkLandlord shall, and Landlord agrees to grant such access to Contractor upon and subject to the following terms and conditions: 1. Contractor agrees to indemnify and save harmless Landlord and Landlord’s Agents and their respective affiliates, subsidiaries and partners, and each of them, from and with respect to any claims, demands, suits, liabilities, losses and expenses, including reasonable Attorneys’ Fees, arising out of or in connection with the Work (and/or imposed by law upon any or all of them) because of personal injuries, bodily injury (including death at any time resulting therefrom) and loss of or damage to property, including consequential damages, whether such injuries to person or property are claimed to be due to negligence of the Contractor, Tenant, Landlord or any other party entitled to be indemnified as aforesaid except to the extent specifically prohibited by law (and any such prohibition shall not void this Agreement but shall be applied only to the minimum extent required by law). 2. Contractor shall provide and maintain at its own expense, until completion of the Work, the following insurance: a. Workmen’s Compensation and Employers, Liability Insurance covering each and every xxxxxxx employed in, about or upon the Work, as provided for in each and every statute applicable to Workmen’s Compensation and Employers’ Liability Insurance. b. Comprehensive General Liability Insurance including coverages for Protective and Contractual Liability (to specifically include coverage for the indemnification clause of this Agreement) for not less than the following limits: Personal Injury: $3,000,000 per person $10,000,000 per occurrence Property Damage: $3,000,000 per occurrence $3,000,000 aggregate c. Comprehensive Automobile Liability Insurance (covering all owned, non-wned and/or hired motor vehicles to be used in connection with the Work) for not less than the following limits: Bodily Injury: $1,000,000 per person $1,000,000 per occurrence Property Damage: $1,000,000 per occurrence Contractor shall furnish a certificate from its insurance carrier or carriers to the Building office before commencing the Work, showing that it has complied with the above requirements regarding insurance and providing that the insurer will give Landlord within ten (10) days’ prior written notice business days following receipt by Landlord of plans from Tenant, review, comment on and return the plans to Tenant, marked "Approved", "Approved as Noted" or "Disapproved as Noted, Revise and Resubmit". If the plans are returned to Tenant marked "Disapproved as Noted, Revise and Resubmit", Tenant shall cause such plans to be revised, taking into account the reasons for Landlord's disapproval, and shall resubmit revised plans to Landlord for review. The same procedure shall be repeated until Landlord fully approves the plans. Landlord shall Tenant agrees and understands that Landlord's review of all plans prepared by Tenant is solely to protect the interests of Landlord in the Building and the Premises, and Landlord shall not be the guarantor of, nor in any way or to any extent responsible for, the correctness or accuracy of any such plans or of the cancellation compliance of any such plans with applicable regulations, laws, ordinances, codes and rules or of the foregoing policies. 3conformance of such plans with existing conditions in the Building. Contractor Tenant shall require that its architects, engineers and contractors verify all of its subcontractors engaged existing conditions in the Work Building, insofar as they are relevant to, or may affect, the design and construction of the Tenant Improvements. Approval by Landlord of the Tenant's Plans prepared by Tenant shall not: (i) imply approval by Landlord as to provide compliance of such plans with applicable regulations, laws, ordinances, codes and rules; (ii) imply the following insurance: a. Comprehensive General Liability Insurance with limits compatibility of liability at least $2,000,000.00 General Aggregate, $2,000,000.00 Products/Completed Operations Aggregate ($1,000,000.00 Each Occurrence $1,000,000.00 Personal Injury). b. Comprehensive Automobile Liability Insurance (covering all owned, non-owned and/or hired motor vehicles to be used in connection the plans with the WorkBuilding; or (iii) limit Landlord's right, as a condition and at the time of Landlord's approval, to require changes in portions of the plans which are incompatible with limits of liability at least equal to $1,000,000.00 Combined Single Limit. c. Umbrella Liability $5,000,000.00 Each Occurrenceor which, $5,000,000.00 Aggregate Limit. Upon in the request reasonable opinion of Landlord, Contractor shall require all of its subcontractors engaged in adversely affect the Work to execute an Insurance Requirements agreement in Building structure or the same form as this Agreement. Agreed to and executed this day of electrical, . Contractor: By: By: By: EXHIBIT D Form of Notice of Lease Pursuant to Massachusetts General Lawsplumbing, Chapter 183, Section 4, notice is hereby given life safety or mechanical systems of the following Lease: Landlord: BCIA New England Holdings LLCBuilding or which adversely affect the availability to Landlord of third party warranties. Tenant acknowledges that both the compliance of the Tenant's Plans with all applicable regulations, a Delaware limited liability companylaws, having a principal place of business at c/o CrossHarbor Capital Partners LLCordinances, Xxx Xxxxxx Xxxxx, Xxxxxx, Xxxxxxxxxxxxx 00000. Tenant: Caliper Life Sciences, Inc., a Delaware corporation, having its principal office at 00 Xxx Xxxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx 00000. Date of Lease: As of April 25, 2005. Description of Leased Premises: The building known as 00 Xxx Xxxxxx codes and rules and the building known as 00 Xxx Xxxxxx consisting of Units A-1 and D-1 compatibility of the Elmwood Park CondominiumTenant's Plans with the Building structure and the mechanical, as evidenced by that certain Phased Master Deed plumbing, life safety and electrical systems of the Condominium, dated February 24, 1988 and recorded with Building are the Middlesex South District Registry responsibility of Deeds in Book 18895, Page 453, as amended and as the same may be amended from time to time, which condominium is governed by the Elmwood Park Condominium Trust (the “Association”), as evidenced by the Declaration of Trust and By-Laws of the Association dated February 24, 1988 and recorded with said Deeds in Book 18895, Page 477, as the same may be amended from time to time. Term of Lease: Approximately ten (10) years. Extension Option Two (2) options to renew for a term of five (5) years each. This instrument is executed as notice of the aforesaid Lease and is not intended, nor shall it be deemed, to vary or govern the interpretation of the terms and conditions thereof. For title, see deed dated June 17, 1999 recorded with said Deeds in Book 30328, Page 496, the Premises being a portion of the property described in said deed. EXECUTED as a sealed instrument as of the 25th day of April, 2005. LANDLORD: BCIA NEW ENGLAND HOLDINGS LLC, a Delaware limited liability company By: BCIA NEW ENGLAND HOLDINGS MASTER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER LLC, a Delaware limited liability company, its Manager By: BCIA NEW ENGLAND HOLDINGS MANAGER CORPTenant., a Delaware corporation, its Manager By: Name: Xxxx X. Xxxxxx Title: Executive Vice President TENANT: By: Name: Title: On this day of April, 2005, before me, the undersigned Notary Public, personally appeared Xxxx Xxxxxx, Executive Vice President of BCIA New England Holdings Manager Corp., as Manager of BCIA New England Holdings Manager LLC, as Manager of BCIA New England Holdings Master LLC, as Manager of BCIA New England Holdings LLC, proved to me through satisfactory evidence of identification, namely issued by the Commonwealth of Massachusetts, to be the person whose name is signed on the preceding document, and acknowledged to me that he signed it voluntarily for its stated purpose as Executive Vice President of BCIA New England Holdings Manager Corp.