Common use of Landlord’s Consent Required Clause in Contracts

Landlord’s Consent Required. Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Term.

Landlord’s Consent Required. Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, collectively with Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, specifications and a time schedule therefor therefor, which approval of contractor(s) and schedule shall not be unreasonably withheld, conditioned or delayed (and shall not require Tenant to conduct such Alterations after normal business hours or on weekends except as otherwise expressly required pursuant to this Lease or as may be required pursuant to Section 11.3 below). Notwithstanding anything to the items listed contrary, in Exhibit 5 attached hereto no event shall any Alterations involve the removal of any improvements made by, or paid for by, Landlord without Landlord’s prior approval in Landlord’s sole discretion. Landlord shall respond to any request for approval of Alterations within ten (10) business days after receipt of the foregoing required information and made shall promptly notify Tenant if any submission is incomplete. Notwithstanding the foregoing, Laxxxxxx’s consent shall not be required with respect to any Alterations that are purely decorative in nature nor with respect to non-structural Alterations costing less than $250,000 in any one instance (and $750,000 in the aggregate per year) so long as such Alterations do not materially adversely affect the roof, Building systems or Building exterior (each, a part hereof“Permitted Alteration”), provided Tenant shall provide Landlord with reasonably detailed written notice thereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment, provided that such vendors are available at commercially reasonable rates. Tenant shall not make any amendments or additions to plans and specifications (other than minor amendments in the nature of field changes) approved by Landlord without Landlord’s prior written consentconsent (the standard of which consent shall be governed by the provisions of this Section 11). LandlordLaxxxxxx’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof (other than the Rooftop Premises) and/or materially and adversely affecting any building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration adversely affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect Tenant being obligated to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereofreasonable evidence that such Alteration does not adversely affect any portion of the Building structure. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of TenantTexxxx’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall provide Tenant with copies of Landlord Work Plans and all other plans for the Building in Landlord’s possession or control. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of TenantTexxxx. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. designate (provided that Tenant shall provide Landlord with reproducible record drawings not be required to conduct such Alterations after normal business hours or on weekends except as otherwise expressly required pursuant to Section 11.2 or as may be required pursuant to Section 11.3). Subject to the provisions of this Section 11.1, if Tenant makes any Alterations that require unusual expense to readapt the Premises to normal use as an office, light manufacturing, and research and development facility (in CAD format“Specialty Alterations”) (and expressly excluding any non-structural Alterations to the office areas of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterationsthe Premises), then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore remove such Specialty Alterations and repair any damage to the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested caused by Tenant, Landlord such removal (which election shall make such election be made at the time Landlord approves of Landlord’s approval of such Alteration orAlterations). Without limiting the foregoing, for Permitted Alterations, at the time Tenant notifies Landlord of Alterations associated with Tenant’s intent to make such Permitted Alteration. If Landlord does not so electlight manufacturing operations in the Premises, then including, without limitation, any such Alteration shall become mezzanine or catwalk installed in the Premises as part of the Premises Tenant’s Work (collectively “Light Manufacturing Alterations”) may, at Landlord’s election, be deemed to be Specialty Alterations. Notwithstanding the foregoing, Tenant shall not be required to remove, upon installationthe expiration or earlier termination of the Lease, and Alterations of the nature shown or otherwise described on Exhibit 15 (the “Alterations Which Are Not Specialty Alterations”) except as indicated thereon. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations susceptible to the creation of record drawings within sixty (60) days after completion thereof. During the Term only, Tenant shall be surrendered with treated as the Premises at owner of all Alterations for all purposes under the end Lease, including but not limited to the depreciation of the Termsuch Alterations.

Landlord’s Consent Required. Subject to the remaining provisions of this Article 11, but notwithstanding anything to the contrary contained elsewhere in this Lease, Tenant shall not make assign, transfer or encumber any alterations, decorations, installations, removals, additions interest in this Lease (either absolutely or improvements (including, without limitation, Tenant’s Workcollaterally) (collectively, “Alterations”) in or sublease or allow any third party to use any portion of the Premises (collectively or individually, a "Transfer") without Landlord’s the prior written approval consent of the contractor(s)Landlord, written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations which consent shall not be unreasonably withheld. Without limitation, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Tenant agrees that Landlord’s 's consent shall not be required considered unreasonably withheld if: (1) the proposed transferee's financial condition does not meet the criteria Landlord uses to select Building tenants having similar leasehold obligations; (2) the proposed transferee is a governmental organization or present occupant of the Property, or Landlord is otherwise engaged in lease negotiations with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 the proposed transferee for other premises in the aggregate per yearProperty; (3) so long any uncured event of default exists under this Lease; (4) any portion of the Building or Premises would likely become subject to additional or different Laws as such Alterations do a consequence of the proposed Transfer; (5) the proposed transferee's use of the Premises conflicts with the Permitted Use or any exclusive usage rights granted to any other tenant in the Building; (6) the use, nature, business, activities or reputation in the business community of the proposed transferee (or its principals, employees or invitees) does not affect meet Landlord's standards for Building tenants; (7) either the roof, Building systems Transfer or Building exterior any consideration payable to Landlord in connection therewith adversely affects the real estate investment trust qualification tests applicable to landlord or its Affiliates; or (each, a “Permitted Alteration”), provided Tenant shall provide 8) the proposed transferee is or has been involved in litigation with Landlord with written notice thereofor any of its Affiliates. Tenant shall not be responsible for all elements of the design of entitled to receive monetary damages based upon a claim that Landlord unreasonably withheld its consent to a proposed Transfer and Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations 's sole remedy shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time an action to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then enforce any such Alteration shall become part provision through specific performance or declaratory judgment. Any attempted Transfer in violation of the Premises upon installation, and shall be surrendered with the Premises this Article is voidable at the end of the TermLandlord's option.

Landlord’s Consent Required. Landlord and Tenant shall perform their respective obligations with respect to design and construction of any initial improvements to be constructed and installed in the Premises (the “Tenant Improvements”) as provided in the Tenant Improvement Rider. In no event will Tenant be permitted to make any Alterations involving either (a) the structural, mechanical, electrical, plumbing, fire/life safety or heating, ventilating and air conditioning systems of the Building or (b) any portion of the Project outside the interior of the Premises. Except for any Tenant Improvements to be constructed by Tenant as provided in the Tenant Improvement Rider, subject to the following sentence, Tenant shall not make any alterations, decorationsimprovements or changes to the Premises, installations, removals, additions including installation of any security system or improvements (including, without limitation, Tenant’s Work) telephone or data communication wiring (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall , which consent Landlord will not be unreasonably withheldwithhold, conditioned condition or delayeddelay. Notwithstanding the foregoing, Landlord without Landlord’s consent (but only upon prior written notice to Landlord), Tenant may withhold its consent in its sole discretion (a) to make nonstructural alterations which do not affect or otherwise interfere with any Alteration to portion of the Building Systems, including, but not limited to, mechanical, electrical, plumbing, fire/life safety or affecting the roof and/or building systemsheating, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior ventilating and air conditioning systems of the Building, and which cost not more than Fifty Thousand Dollars (c$50,000.00) per occurrence (“Permitted Alterations”). All Alterations and Permitted Alterations shall be completed by Tenant at Tenant’s sole cost and expense, with due diligence, in a good and workmanlike manner, using new materials; in compliance with plans and specifications previously approved in writing by Landlord, as applicable; in compliance with construction rules and regulations promulgated by Landlord from time to any Alteration affecting time; in accordance with all applicable Laws (including all work, whether structural or non-structural, inside or outside the Building structure. Notwithstanding Premises, required to comply fully with all applicable Laws and necessitated by Tenant’s work); and subject to all conditions which Landlord may in the foregoing, exercise of Landlord’s consent commercially reasonably judgment impose. Such conditions may include requirements for Tenant to: provide payment or performance bonds or additional insurance (from Tenant or Tenant’s contractors, subcontractors or design professionals) for those Alterations costing more than One Hundred Thousand Dollars ($100,000.00) per occurrence; use contractors or subcontractors designated by Landlord (provided that their charges are comparable to those charged by other similarly qualified contractors and subcontractors); and remove all or part of the Alterations and Permitted Alterations (expressly excluding the initial Tenant Improvements installed by Landlord pursuant to the Tenant Improvement Rider, which Tenant shall not be required to remove from the Premises) prior to or upon expiration or termination of the Term (unless Tenant, at the time Tenant requests Landlord’s consent to such Alterations (or, with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in Permitted Alterations, at the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided time Tenant shall provide provides Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (includingintent to install such Permitted Alterations), without limitationrequests in writing whether Landlord will require Tenant to remove such Alterations or Permitted Alterations, compliance with Legal Requirementsas applicable, functionality of design, on or before the structural integrity expiration or sooner termination of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment)Lease, and Landlord, in Landlord’s approval of Tenant’s plans shall sole and absolute discretion, responds to Tenant in no event relieve writing stipulating that Tenant will not be required to so remove such Alterations or Permitted Alterations, as applicable, on or before the expiration or sooner termination of the responsibility for such designLease). Landlord shall have no liability If any work outside the Premises, or responsibility for any claimwork on or adjustment to any of the Building Systems, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant is required in connection with or as a result of any work Alterations performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations such work shall be done performed by Landlord at Tenant’s sole cost and expense and at such times and in such manner paid as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings Additional Rent within thirty (in CAD format) of all Alterations within sixty (6030) days after completion thereofdemand by Landlord. If Tenant shall make In addition to the foregoing obligations of Tenant, if any Alterations, then Landlord may elect governmental authority requires any Alteration to require Tenant at the expiration Building or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord a result of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part particular use of the Premises upon installationor as a result of any Alteration to the Premises made by or on behalf of Tenant or if Tenant’s particular use of the Premises subjects Landlord or the Project to any obligation under any Laws, Tenant will pay, as Additional Rent, the cost of all such Alterations or the cost of compliance, as the case may be. If any such Alterations affect the HVAC system, the Building Systems or the structural components of the Building (collectively, “Structural Alterations”), Landlord will make the Structural Alterations, provided that Landlord may first require Tenant to deposit with Landlord an amount sufficient to pay the cost of the Structural Alterations (including, without limitation, reasonable overhead and administrative costs). If the Alterations are not Structural Alterations, Tenant will make the Alterations at Tenant’s sole cost and expense in accordance with the provisions of this Lease. Landlord’s right to review and approve (or withhold approval of) Tenant’s plans, drawings, specifications, contractor(s) and other aspects of construction work proposed by Tenant is intended solely to protect Landlord, the Project and Landlord’s interests. No approval or consent by Landlord shall be surrendered deemed or construed to be a representation or warranty by Landlord as to the adequacy, sufficiency, fitness or suitability thereof or compliance thereof with the Premises at the end of the Termapplicable Laws or other requirements.

Landlord’s Consent Required. (a) Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, collectively “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, specifications and a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereoftherefor. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) (and Landlord agrees to provide at least two (2) preferred vendors for any project) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (ai) to any Alteration to or affecting the roof and/or building systems, (bii) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (ciii) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of TenantXxxxxx’s plans shall in no event relieve Tenant of the responsibility for such design. In seeking Landlord’s approval, Tenant shall provide Landlord, at least fourteen (14) business days in advance of any proposed construction, with plans, specifications, bid proposals, certified stamped engineering drawings and calculations by Xxxxxx’s engineer of record or architect of record, (including connections to the Building’s structural system, modifications to the Building’s envelope, non-structural penetrations in slabs or walls, and modifications or tie-ins to life safety systems), work contracts, requests for laydown areas and such other information concerning the nature and cost of the alterations as Landlord may reasonably request. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-non- building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of TenantXxxxxx. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make Alterations provided that such election shall be made at the time Landlord approves gives its approval for such Alteration or, for Permitted Alterations, at provided further Landlord will not elect to require Tenant to remove any Alterations unless the time Tenant notifies Landlord of Tenantsame, in Landlord’s intent to make such Permitted Alteration. If Landlord does not so electreasonable judgment, then any such Alteration shall become part (i) adversely affect the general utility of the Premises upon installation, and shall be surrendered with Building for use by prospective future tenants and/or (ii) required unusual expense to readapt the Premises at to normal use as a biotechnology office and research and development facility. Xxxxxxxx agrees that Tenant shall have no obligation to remove any customary office/non-laboratory Alterations to the end Premises. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of the Termall Alterations within sixty (60) days after completion thereof.

Landlord’s Consent Required. Except in connection with a Permitted Transfer (defined in Section 11.E), Tenant shall not make assign, transfer or encumber any alterationsinterest in this Lease or sublease or allow any third party to use any portion of the Premises (collectively or individually, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, a “AlterationsTransfer”) in or to without the Premises without Landlord’s prior written approval consent of the contractor(s)Landlord, written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations which consent shall not be unreasonably withheldwithheld if Landlord does not elect to exercise its termination rights under Section 11.B below. Without limitation, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Tenant agrees that Landlord’s consent shall not be required considered unreasonably withheld if: (1) the proposed transferee’s financial condition does not meet the criteria Landlord uses to select Building tenants having similar leasehold obligations; (2) the proposed transferee is a governmental organization or present occupant of the Building, or Landlord is otherwise engaged in lease negotiations with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 the proposed transferee for other premises in the aggregate per yearBuilding; (3) so long any uncured event of default exists under this Lease (or a condition exists which, with the passage of time or giving of notice, would become an event of default); (4) any portion of the Building or Premises would likely become subject to additional or different Laws as such Alterations do a consequence of the proposed Transfer; (5) the proposed transferee’s use of the Premises conflicts with the Permitted Use or any exclusive usage rights granted to any other tenant in the Building; (6) the use, nature, business, activities or reputation in the business community of the proposed transferee (or its principals, employees or invitees) does not affect meet Landlord’s standards for Building tenants; (7) either the roof, Building systems Transfer or Building exterior any consideration payable to Landlord in connection therewith adversely affects the real estate investment trust (each, a “Permitted Alteration”), provided Tenant shall provide or pension fund or other ownership vehicle) qualification tests applicable to Landlord or its affiliates; or (8) the proposed transferee is or has been involved in litigation with written notice thereofLandlord or any of its affiliates24. Tenant shall not be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises entitled to receive monetary damages based upon a claim that Landlord unreasonably withheld its consent to a proposed Transfer and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and remedy shall be an action to enforce any such provision through specific performance or declaratory judgment. Any attempted Transfer in violation of this Article is voidable at Landlord’s option. 23 provided, however, any such times and in such manner as Landlord may from time showing to time reasonably designate. Tenant prospective new tenants shall provide Landlord with reproducible record drawings be limited to showings during the last nine (in CAD format9) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination months of the Term to restore Lease Term. 24 during the Premises to substantially two year period immediately preceding the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the TermTransfer.

Landlord’s Consent Required. Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s 's Work) (collectively, “"Alterations”") in or to the Premises without Landlord’s 's prior written approval of the contractor(s), written plans and specifications, specifications and a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipmenttherefor. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s 's prior written consent. Landlord’s Xxxxxxxx's approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to except for matters of aesthetics relating to Alterations to or affecting the roof and/or the exterior of the Building, and (c) which shall be determined in Landlord's sole discretion. Landlord may withhold its consent to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 structure in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereofits sole discretion. Tenant shall be responsible for all elements of the design of Tenant’s 's plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s 's furniture, appliances and equipment), and Landlord’s 's approval of Tenant’s Xxxxxx's plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of TenantXxxxxx. Except as otherwise expressly set forth herein, all All Alterations shall be done at Tenant’s 's sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Tenant shall provide Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord with reproducible record drawings of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Termall Alterations within sixty (60) days after completion thereof.

Landlord’s Consent Required. Subject to the remaining provisions of this Article 11, but notwithstanding anything to the contrary contained elsewhere in this Lease, Tenant shall not make assign, transfer or encumber any alterations, decorations, installations, removals, additions interest in this Lease (either absolutely or improvements (including, without limitation, Tenant’s Workcollaterally) (collectively, “Alterations”) in or sublease or allow any third party to use any portion of the Premises (collectively or individually, a “Transfer“) without Landlord’s the prior written approval consent of the contractor(s)Landlord, written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations which consent shall not be unreasonably withheld. Without limitation, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Tenant agrees that Landlord’s consent shall not be required with respect considered unreasonably withheld if: (1) the proposed transferee’s financial condition does not meet the criteria Landlord uses to non-structural Alterations costing less than $10,000 select Building tenants having similar leasehold obligations; (2) the proposed transferee is (a) a governmental organization or (b) a present occupant of the Property as to which Landlord is engaged in any one instance (and $50,000 active lease negotiations for other premises in the aggregate per yearBuilding, which negotiations began prior to any active negotiations between Tenant and such occupant (“active” meaning that Landlord and such proposed transferee have both submitted a written proposal/counter-proposal to each other); (3) so long any uncured event of default exists under this Lease (or a condition exists which, with the passage of time or giving of notice, would become an event of default); (4) any portion of the Building or Premises would likely become subject to additional or different Laws as such Alterations do a consequence of the proposed Transfer; (5) the proposed transferee’s use of the Premises conflicts with the Permitted Use or any exclusive usage rights granted to any other tenant in the Building; (6) the use, nature, business, activities or reputation in the business community of the proposed transferee (or its principals, employees or invitees) does not affect meet Landlord’s standards for Building tenants; (7) either the roof, Building systems Transfer or Building exterior any consideration payable to Landlord in connection therewith adversely affects the real estate investment trust qualification tests applicable to Landlord or its Affiliates; or (each, a “Permitted Alteration”), provided Tenant shall provide 8) the proposed transferee is involved in litigation with Landlord with written notice thereofor any of its Affiliates. Tenant shall not be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises entitled to receive monetary damages based upon a claim that Landlord unreasonably withheld its consent to a proposed Transfer and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time remedy shall be an action to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then enforce any such Alteration shall become part provision through specific performance or declaratory judgment. Any attempted Transfer in violation of the Premises upon installation, and shall be surrendered with the Premises this Article is voidable at the end of the TermLandlord’s option.

Landlord’s Consent Required. Tenant shall not make or permit to be made any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises or any part thereof, without first obtaining Landlord’s prior 's written approval of the contractor(s)consent. When applying for such consent, written Tenant shall, if required by Landlord, furnish complete plans and specificationsspecifications for such alterations, additions or improvements. All alterations, additions or improvements to the Premises shall be performed by contractors selected and supervised by Landlord for Tenant's account and at Tenant's sole cost and expense. Within ten (10) days after receipt of a time schedule therefor written statement from Landlord, Tenant shall reimburse Landlord for all costs arising in connection with Landlord's review of plans and the items listed in Exhibit 5 attached hereto specifications and made a part hereofsupervision of contractors. Landlord reserves shall have the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrationscontractor performing alterations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments improvements or additions to plans and specifications approved by Landlord without Landlord’s the Premises shall, prior written consent. Landlord’s approval to commencement of non-structural Alterations shall not be unreasonably withheldany work, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements a performance bond and labor and materials payment bond in the amount of the design contract price for the work, naming Landlord and Tenant (and any other persons designated by Landlord as co-obligees). All alterations, additions, fixtures and improvements, including without limitation all improvements made pursuant to a Scope of Tenant’s plans (includingWork, without limitationwhether temporary or permanent in character, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of made in or upon the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. either by Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, shall at once belong to Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall and become part of the Premises upon installation, and shall be surrendered with remain on the Premises at the end without compensation of the Term.any kind to Tenant, unless Landlord requires their removal under Paragraph 7.2

Landlord’s Consent Required. Subject to the remaining provisions of this Article 11, Tenant shall not make assign, transfer or encumber any alterationsinterest in this Lease (either absolutely or collaterally) or sublease or allow any third party to use any portion of the Premises (collectively or individually, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, a “AlterationsTransfer”) in or to without the Premises without Landlord’s prior written approval consent of the contractor(s)Landlord, written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoingWithout limitation, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Tenant agrees that Landlord’s consent shall not be required considered unreasonably withheld if: (1) the proposed transferee’s financial condition is not sufficient, in Landlord’s reasonable estimation, to ensure their financial performance under the contemplated Transfer; (2) the proposed transferee is a governmental organization inconsistent with respect to non-structural Alterations costing less than $10,000 the quality of the Project or a present occupant of the Project, or Landlord is otherwise engaged in any one instance (and $50,000 lease negotiations with the proposed transferee for other premises in the aggregate per yearProject; (3) so long any uncured event of default exists under this Lease (or a condition exists which, with the passage of time or giving of notice, would become an event of default); (4) any portion of the Building or Premises would likely become subject to additional or different Laws as such Alterations do a consequence of the proposed Transfer; (5) the proposed transferee’s use of the Premises conflicts with the Permitted Use or any exclusive usage rights granted to any other tenant in the Building; (6) the use, nature, business, activities or reputation in the business community of the proposed transferee (or its principals, employees or invitees) does not affect meet Landlord’s standards for Building tenants in Landlord’s reasonable estimation; (7) either the roof, Building systems Transfer or Building exterior any consideration payable to Landlord in connection therewith adversely affects the real estate investment trust qualification tests applicable to Landlord or its Affiliates; or (each, a “Permitted Alteration”), provided Tenant shall provide 8) the proposed transferee is or has been involved in litigation with Landlord with written notice thereofor any of its Affiliates within the prior two (2) years. Tenant shall not be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises entitled to receive monetary damages based upon a claim that Landlord unreasonably withheld its consent to a proposed Transfer and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at remedy shall be an action to enforce any such times and in such manner as Landlord may from time to time reasonably designateprovision through specific performance or declaratory judgment. Tenant shall provide Landlord with reproducible record drawings (specifically waives any claim for damages or right to terminate the Lease pursuant to California Civil Code Section 1995.310 or otherwise. Any attempted Transfer in CAD format) violation of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant this Article is voidable at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of TenantLandlord’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Termoption.

Landlord’s Consent Required. Except for cosmetic alterations such as painting, which shall not require Landlord’s consent, Tenant shall not make or permit to be made any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises or any part thereof, without obtaining Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s 's prior written consent. Landlord’s approval of non-structural Alterations , which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding unless the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting alterations affect the exterior appearance of the Building, and (c) to any Alteration affecting Building or the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems structure or Building exterior systems. When applying for such consent, Tenant shall, if required by Landlord, furnish complete plans and specifications for such alterations, additions or improvements. All alterations, additions or improvements to the Premises shall be performed by contractors selected and supervised by Landlord for Tenant's account and at Tenant's sole cost and expense. Within ten (each10) days after receipt of a written statement from Landlord, a “Permitted Alteration”), provided Tenant shall provide reimburse Landlord with written notice thereof. Tenant shall be responsible for all elements costs arising in connection with Landlord's review of the design plans and specifications and supervision of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such designcontractors. Landlord shall have no liability the right to require that any contractor performing alterations, improvements or responsibility for additions to the Premises shall, prior to commencement of any claimwork, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (a performance bond and labor and materials payment bond in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination amount of the Term contract price for the work, naming Landlord and Tenant (and any other persons designated by Landlord as co-obligees.) All alterations, additions, fixtures and improvements, including without limitation all improvements made pursuant to restore Section 7, whether temporary or permanent in character, made in or upon the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested either by Landlord or Tenant, shall at once belong to Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall and become part of the Premises upon installation, and shall be surrendered with remain on the Premises at without compensation of any kind to Tenant. Tenant shall carry insurance as required by Section 15 covering any improvements, alterations or additions to the end Premises made by Tenant under the provisions of this Section 11, it being understood and agreed that none of such alterations, additions or improvements shall be insured by Landlord nor shall Landlord be required under any provision for reconstruction to repair, reconstruct or reinstall any such alterations, additions or improvements. Movable furniture and equipment which are removable without material damage to the TermBuilding or the Premises shall remain the property of Tenant.

Landlord’s Consent Required. Tenant shall not make any alterations or --------------------------- additions to the Leased Premises in excess (i) of $10,000.00, in any twelve (12) month period, or (ii) which require the issuance of a building permit of any type, or (iii) which affect the structure of the Building or any of the electrical, mechanical, plumbing or other components located within the Leased Premises, but which service other parts of the Building which are not part of the Leased Premises, without first obtaining Landlord's written consent. For those alterations and additions submitted by Tenant for Landlord's approval, Landlord hereby agrees to notify Tenant, in writing, at the same time that Landlord consents to the installation of such alterations and additions to the Leased Premises by Tenant, whether or not such alterations and additions must be removed from the Leased Premises by Tenant upon the expiration or earlier termination of this Lease. Tenant shall cause all repairs or alterations, decorationswhether or not approved by Landlord, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) to be done promptly and in or to a good and workmanlike manner in accordance with the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor which plans and specifications must be submitted to Landlord at least fifteen (15) days prior to the items listed commencement of any alterations or additions, submitted to Landlord and such rules and regulations as may be established by Landlord. All work shall be performed in Exhibit 5 attached hereto accordance with applicable building codes and made a part hereofgovernmental regulations. Except as provided above, all work done and material supplied shall be done or supplied only by contractors reasonably approved by Landlord, and Landlord reserves shall have the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s grant such approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Termconditionally.

Landlord’s Consent Required. At the time Tenant notifies Landlord that it wishes to commence improvements, Landlord and Tenant shall perform their respective obligations with respect to design and construction of any improvements to be constructed and installed in the original Premises described in this Lease (the "Tenant Improvements") as provided in the Tenant Improvement Rider attached hereto and incorporated herein as Exhibit C. In no event will Tenant be permitted to make any Alterations involving either (a) the structural, mechanical, electrical, plumbing, fire/life safety or heating, ventilating and air conditioning systems of the Building or (b) any portion of the Project outside the interior of the Premises. Except for any Tenant Improvements to be constructed by Tenant as provided in the Tenant Improvement Rider, subject to the following sentence, Tenant shall not make any alterations, decorationsimprovements or changes to the Premises, installations, removals, additions including installation of any security system or improvements (including, without limitation, Tenant’s Work) telephone or data communication wiring (collectively, “"Alterations”) in or to the Premises "), without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s 's prior written consent. Landlord’s approval of non-structural Alterations shall , which consent Landlord will not be unreasonably withheldwithhold, conditioned condition or delayeddelay. Notwithstanding the foregoing, Landlord without Landlord's consent (but only upon prior written notice to Landlord), Tenant may withhold its consent in its sole discretion (a) to make nonstructural alterations which do not affect or otherwise interfere with any Alteration to portion of the Building Systems, including, but not limited to, mechanical, electrical, plumbing, fire/life safety or affecting the roof and/or building systemsheating, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior ventilating and air conditioning systems of the Building, and which cost not more than Fifty Thousand Dollars (c$50,000.00) per occurrence ("Permitted Alterations"). All Alterations and Permitted Alterations shall be completed by Tenant at Tenant's sole cost and expense, with due diligence, in a good and workmanlike manner, using new materials; in compliance with plans and specifications previously approved in writing by Landlord, as applicable; in compliance with construction rules and regulations promulgated by Landlord from time to any Alteration affecting time; in accordance with all applicable Laws (including all work, whether structural or non-structural, inside or outside the Building structurePremises, required to comply fully with all applicable Laws and necessitated by Tenant's work); and subject to all conditions which Landlord may in the exercise of Landlord's commercially reasonably judgment impose. Notwithstanding Such conditions may include requirements for Tenant to: provide payment or performance bonds or additional insurance (from Tenant or Tenant's contractors, subcontractors or design professionals) for those Alterations costing more than One Hundred Thousand Dollars ($100,000.00) per occurrence; use contractors or subcontractors designated by Landlord (provided that their charges are comparable to those charged by other similarly qualified contractors and subcontractors); and remove all or part of the foregoingAlterations and Permitted Alterations prior to or upon expiration or termination of the Term (unless Tenant, at the time Tenant requests Landlord’s 's consent shall not be required to such Alterations (or, with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in Permitted Alterations, at the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided time Tenant shall provide provides Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment's intent to install such Permitted Alterations), and Landlord’s approval of Tenant’s plans shall requests in no event relieve writing whether Landlord will require Tenant of the responsibility for to remove such design. Landlord shall have no liability Alterations or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Permitted Alterations, then Landlord may elect to require Tenant at as applicable, on or before the expiration or sooner termination of the Term Lease, and Landlord, in Landlord's sole and absolute discretion, responds to restore Tenant in writing stipulating that Tenant will not be required to so remove such Alterations or Permitted Alterations, as applicable, on or before the Premises to substantially expiration or sooner termination of the same condition as existed immediately prior to the AlterationsLease). If requested any work outside the Premises, or any work on or adjustment to any of the Building Systems, is required in connection with or as a result of any Alterations performed by Tenant, such work shall be performed by Landlord shall make such election at Tenant's sole cost and expense and paid as Additional Rent within thirty (30) days after demand by Landlord. In addition to the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord foregoing obligations of Tenant’s intent , if any governmental authority requires any Alteration to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part the Building or the Premises as a result of Tenant's particular use of the Premises upon installationor as a result of any Alteration to the Premises made by or on behalf of Tenant or if Tenant's particular use of the Premises subjects Landlord or the Project to any obligation under any Laws, Tenant will pay, as Additional Rent, the cost of all such Alterations or the cost of compliance, as the case may be. If any such Alterations affect the HVAC system, the Building Systems or the structural components of the Building (collectively, "Structural Alterations"), Landlord will make the Structural Alterations, provided that Landlord may first require Tenant to deposit with Landlord an amount sufficient to pay the cost of the Structural Alterations (including, without limitation, reasonable overhead and administrative costs). If the Alterations are not Structural Alterations, Tenant will make the Alterations at Tenant's sole cost and expense in accordance with the provisions of this Lease. Landlord's right to review and approve (or withhold approval of) Tenant's plans, drawings, specifications, contractor(s) and other aspects of construction work proposed by Tenant is intended solely to protect Landlord, the Project and Landlord's interests. No approval or consent by Landlord shall be surrendered deemed or construed to be a representation or warranty by Landlord as to the adequacy, sufficiency, fitness or suitability thereof or compliance thereof with the Premises at the end of the Termapplicable Laws or other requirements.

Landlord’s Consent Required. Tenant shall not make any alterations, decorationsinstallations (other than the installation of moveable furnishings, installationsequipment and other personal property of Tenant), removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipmentspecifications therefor. Tenant shall not make any material amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayeddelayed provided they comply with the provisions of this Lease, including without limitation Section 4.2 above. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting which, in Landlord’s reasonable judgment, adversely affects any of the roof Building systems and/or building systemstheir function, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereofexpense. If Tenant shall make any Alterations which, in Landlord’s reasonable but sole discretion, would render the Premises less marketable than the same would be without such Alterations, then Landlord may elect elect, at the time of its approval of the plans therefor, to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by TenantNotwithstanding anything to the contrary contained herein, Landlord shall make such election at not require the time removal of traditional biology wet-lab Alterations. Tenant shall provide Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord with reproducible record drawings of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Termall Alterations within sixty (60) days after completion thereof.

Landlord’s Consent Required. Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(scontractors), written plans and specifications, specifications and a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereoftherefor. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the fixed lab benches, fume hoods, roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. In seeking Landlord’s approval, Tenant shall provide Landlord, at least fourteen (14) days in advance of any proposed construction, with plans, specifications, bid proposals, certified stamped engineering drawings and calculations by Tenant’s engineer of record or architect of record, (including connections to the Building’s structural system, modifications to the Building’s envelope, non- structural penetrations in slabs or walls, and modifications or tie-ins to life safety systems), work contracts, requests for laydown areas and such other information concerning the nature and cost of the alterations as Landlord may reasonably request. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then (unless otherwise stated by Landlord in its consent to the performance of such Alteration) Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations, ordinary wear and tear excepted. If requested by TenantTenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. Within thirty (30) days after substantial completion of any Alteration, Tenant shall provide Landlord shall make such election at the time Landlord approves such Alteration orwith an air balance report, for Permitted Alterationsin form and substance reasonably acceptable to Landlord, at the time Tenant notifies Landlord of Tenant’s intent from an engineer reasonably acceptable to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the TermLandlord.

Landlord’s Consent Required. (a) Tenant shall not make assign this lease, nor any alterationsright hereunder, decorationsnor sublet the premises, installations, removals, additions or improvements (includingnor any part thereof, without limitation, the prior written consent of Landlord. Use of office and/or conference rooms of premise by Tenant’s Work) (collectivelyinvestors, “Alterations”) customers, business partners or board members will not be deemed as subletting. In exercising its reasonable discretion Landlord may consider all commercially relevant factors involved in or the leasing of the premises including but not limited to the Premises without a) the creditworthiness and financial stability of the prospective assignee or subtenant; b) references of prior landlords; c) the past history of such subtenant, with respect to involvement in litigation and bankruptcy proceedings; d) the impact of said subtenant or assignee and proposed use of the premises on pedestrian and vehicular traffic, other tenants, and parking; e) the use, generation or disposal of hazardous materials. The presence of one negative factor enumerated above shall be deemed reasonable justification for Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written withholding consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, . (b) with respect to matters A change in the control of aesthetics relating to Alterations to Tenant shall constitute an assignment requiring Landlord’s consent. The transfer, on a cumulative basis, of twenty-five percent (25%) or affecting the exterior more of the Buildingvoting control of Tenant shall constitute a change in control for this purpose. For purpose of this paragraph, and neither the private placement offering or public offering of tenant’s securities, nor the assignment of this lease to an Affiliate of Tenant shall be included in determining if a change of control requiring landlord’s consent has occurred. An “Affiliate” of Tenant is an entity, which controls Tenant, purchases all or substantially all of its assets, or results from a merger or consolidation with Tenant. (c) Notwithstanding anything herein contained to any Alteration affecting the Building structure. Notwithstanding contrary, the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 involvement of Tenant or its assets in any one instance transaction, or series of transactions (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roofby way of merger, Building systems or Building exterior (eachsale, a “Permitted Alteration”)acquisition, provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (includingfinancing, without limitationrefinancing, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or nonEight-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Term.L 1993 —12— Initials /

Landlord’s Consent Required. for Tenant's Alterations. Tenant shall covenants not to make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises or the Buildings any construction work, alterations, or additions, or any holes in the walls, partitions, ceilings, or floors or to paint or place therein or thereon any signs or to place therein or thereon any awnings, aerials, flagpoles, or the like, or install data/telecommunications cabling and related equipment in any area outside of the Premises (collectively, "CONSTRUCTION WORK") without Landlord’s on each occasion obtaining the prior written approval consent of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereofLandlord. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant 's consent shall not be required in connection with hanging works of art or other decorative items on wall or partitions. In addition, Tenant may make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations alterations affecting only the interior of the Premises, and not affecting Building Systems, costing less than $50,000 in any one instance (or in the aggregate with respect to related alterations) without Landlord's prior written consent but with prior written notice to Landlord and subject to the provisions of this Lease, including this Section 5.1.9 (collectively, "PERMITTED ALTERATIONS"). Landlord's consent and approval under this Section 5.1.9 shall not be unreasonably withheld, conditioned or delayed. Notwithstanding , including any proposed installation of tel/data cabling; except that any alterations or additions affecting Structural Components or Building Systems, or visible from outside of the foregoingPremises, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the BuildingBuildings or the Common Facilities, shall be determined by Landlord in its sole discretion. Landlord's consent may be subject to reasonable conditions deemed appropriate by Landlord, including review of plans and specifications, reasonable approval of the contractors and subcontractors, and (c) to any Alteration affecting architect's certificate that the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance work complies with Legal Requirements, functionality an architect's certificate of designcompletion, the structural integrity and, if required by Legal Requirements, a certificate of the designcity building inspector of final completion. Tenant covenants to cause any Construction Work to be performed expeditiously, with first-class workmanship and materials and in compliance with all applicable Legal Requirements and Insurance Requirements; to pay for the configuration same when due; to remove promptly (and not later than twenty-five days in any event), or bond to Landlord's satisfaction, any materialmen's or mechanics liens filed in connection therewith; and to save Landlord harmless and indemnified from all injury, loss, claims, costs, or damage to any person or property occasioned by or growing out of such Tenant Construction Work. If Landlord deems it appropriate to supervise any of the Construction Work other than Tenant's Work, Tenant shall pay the costs and expenses of such supervision, not to exceed three percent of the cost of the Construction Work. Tenant shall cause contractors employed by Tenant to carry worker's compensation insurance in accordance with statutory requirements and commercial general liability insurance and automobile liability insurance covering such contractors on or about the Premises, and such other appropriate insurance coverage as Landlord may require, in such reasonable amounts as Landlord shall reasonably require, and Tenant shall submit certificates evidencing such coverage to Landlord before the commencement of such Construction Work. Nothing in this Section 5.1.9 shall be deemed to waive the requirement that Tenant obtain Landlord's prior written consent to any such Construction Work except as otherwise set forth herein. Tenant will provide to Landlord as-built plans of the Premises and promptly after the placement of Tenant’s furniture, appliances and equipment)Construction Work is completed (except that asbuilt plans will not be required for any Construction Work not requiring a building permit, and Landlord’s approval of Tenant’s for which no building permit was obtained, unless the work involves changes in electrical, wiring, tel/data cabling, plumbing, chemical handling, access doors, venting, or air handling systems, in which case as built plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standardbe provided), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (will pay all increases in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior Real Estate Taxes attributable to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the TermConstruction Work.

Landlord’s Consent Required. (a) Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of (including the contractor(s), written plans ) and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereoftherefor). Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, including compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. In seeking Landlord’s approval, Tenant shall provide Landlord, at least fourteen (14) business days in advance of any proposed construction, with the items listed in Exhibit 9 attached hereto and made a part hereof, written plans and specifications, bid proposals, certified stamped engineering drawings and calculations by Tenaxx’x engineer of record or architect of record (including connections to the Building’s structural system, modifications to the Building’s envelope, non-structural penetrations in slabs or walls, and modifications or tie-ins to life safety systems), code compliance certifications, work contracts, requests for laydown areas and such other information concerning the nature and cost of the Alterations as Landlord may reasonably request. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Tenaxx. (b) Landlord’s approval of non-structural Alterations shall not be done at Tenant’s sole cost and expense and at such times and in such manner as unreasonably withheld, conditioned or delayed. (c) Notwithstanding the foregoing, (i) Landlord may from time withhold its consent in its sole discretion (A) to time reasonably designate. Tenant shall provide Landlord any Alteration to or affecting the roof and/or building systems, (B) with reproducible record drawings (in CAD format) respect to matters of all aesthetics relating to Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at or affecting the expiration or sooner termination exterior of the Term Building, (C) to restore any Alteration affecting the Building structure, (D) to any Alteration changing the rentable square footage of the Premises, and/or (E) with respect to any density of use of the Premises in a manner inconsistent with the design of the base building (“Restricted Alterations”); and (ii) Landlord’s consent shall not be required (but the applicable Exhibit 9 items shall be provided if reasonably required by Landlord) with respect to substantially any Alterations that are purely decorative in nature nor with respect to non-structural Alterations that are not Restricted Alterations and which cost less than $50,000 in any one instance (and $100,000 in the same condition aggregate per calendar year, prorated for any partial calendar year) so long as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become Alterations are consistent with the quality and character of the Building, are in compliance with Legal Requirements and do not (i) affect, and do not require access to, any part of the Premises upon installation, and shall be surrendered with Building outside the Premises at the end of the Term.Premises; nor

Landlord’s Consent Required. Tenant shall not make any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, specifications and a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereoftherefor. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the lab benches, fume hoods, roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior of the Building, and (c) to any Alteration affecting the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice thereof. Tenant shall be responsible for all elements of the design of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of TenantXxxxxx’s plans shall in no event relieve Tenant of the responsibility for such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of TenantXxxxxx. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, provided, however, if Xxxxxx’s request for approval of such plans also requests that Landlord make such election, then Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of TenantLandlord’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part approval of the Premises upon installation, and plans for the Alteration in question. Tenant shall be surrendered provide Landlord with the Premises at the end reproducible record drawings (in CAD format) of the Termall Alterations within sixty (60) days after completion thereof.

Landlord’s Consent Required. Tenant shall not make or allow any alterations, decorationsadditions, installations, removals, additions or improvements to the Premises or the Building (including, without limitation, Tenant’s Work) (collectivelytogether, “Alterations”) in or to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s prior written consent. Landlord’s approval of non-structural Alterations , which consent shall not be unreasonably withheld, conditioned or delayedsubject to the terms of this Section 8.1. Notwithstanding the foregoing, Tenant shall have the right to make Alterations to the Premises with prior written notice to, but without the consent of, Landlord, provided that such Alterations (a) are non-structural in nature, (b) are estimated to cost less than One Hundred Thousand Dollars ($100,000), (c) would not require modification or connection to any Building Systems, (d) not require the issuance of any building permits, and (e) can not be seen from any portion of the Building outside of the Premises. Landlord may withhold its consent in its sole discretion (a) to any Alteration to withhold or affecting condition approval of Alterations that could materially and adversely impact the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to Building Systems or affecting the exterior structure of the Building, and (c) to . As part of any Alteration affecting the Building structure. Notwithstanding the foregoing, request for Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roofconsent, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with plans and specifications describing the proposed Alterations, along with the name of the proposed contractor and any subcontractors. With respect to any Alterations requiring Landlord’s approval, Landlord shall respond to Tenant’s request for approval of within fifteen (15) business days. Except in connection with the Tenant Improvement Work, Tenant shall reimburse Landlord for any reasonable out of pocket expenses incurred by Landlord if the plans and specifications require review by outside consultants, in Landlord’s reasonable discretion. All Alterations shall, upon expiration or termination of this Lease pursuant to its terms, immediately become Landlord’s property and, at the end of the Term, shall remain on the Premises without compensation to Tenant, unless Landlord elects by written notice thereofto Tenant at the time of granting consent to such Alterations to have Tenant remove any Alterations. Tenant shall be responsible for all elements of Notwithstanding anything herein to the design of Tenant’s plans (includingcontrary, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve shall Tenant be obligated to remove any of the responsibility for such design. Landlord shall have no liability initial Tenant Improvement Work or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (in CAD format) of all Alterations within sixty (60) days after completion thereofRoof Deck. If Tenant shall make Landlord’s consent is not obtained for any Alterations, then Landlord may elect notify Tenant not later than ninety (90) days prior to require Tenant at the expiration or sooner Termination Date (except in the event of a termination of this Lease prior to the Term scheduled Termination Date, in which event no advance notice shall be required) that removal of such Alterations is required, and Tenant shall be required to restore remove such Alterations. In such circumstances, Tenant shall bear the cost of restoring the Premises to substantially the same their condition as existed immediately prior to the installment of the Alterations. If requested by Tenant, Landlord All Alterations shall make such election at comply with the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part requirements of the Premises upon installationTenant Construction Standards and Requirements, which is Schedule 1 to the Rules and shall be surrendered with the Premises at the end of the TermRegulations.

Landlord’s Consent Required. Subject to the following --------------------------- provisions, Tenant shall not, without first obtaining Landlord's prior written consent which consent shall not unreasonably be withheld, make any alterations, improvements (including the Tenant Improvements), additions, or utility installations (collectively called "Alterations") in, on or about the Premises. As used in this Paragraph 9.1, the term "utility installation" means power panels, wiring, fluorescent fixtures, space heaters, conduits, air conditioning and plumbing equipment, lines, and materials. Notwithstanding anything to the contrary contained in this Lease, Tenant shall not make any alterationsAlteration which increases or reduces the Building Square Feet, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or and Landlord shall have no obligation to the Premises without Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right consent to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipmentsuch Alteration. Tenant at its sole cost shall not make any amendments cause to be prepared by an architect or additions to design engineer detailed plans and specifications approved by respecting any proposed Alterations that Tenant desires to make to the Premises. Whether or not Landlord's consent thereto is required before Tenant can make such Alterations, Tenant shall deliver a copy of such plans and specifications to Landlord without Landlord’s prior written consentat least ten (10) days before commencing such Alterations. Landlord’s approval of non-structural Alterations Landlord shall not be unreasonably withheld, conditioned withhold any requested consent to proposed Alterations or delayeddelay giving its consent to or disapproval of proposed Alterations more than ten (10) days after submission by Tenant to Landlord of such detailed plans and specifications and a written request by Tenant for Landlord's consent to such Alterations. Notwithstanding the foregoing, Landlord may withhold its Tenant shall not be obligated to obtain Landlord's prior written consent in its sole discretion for Alterations which do not (ai) to any Alteration to or affecting affect the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting the exterior structural components of the Building, (ii) entail any penetration of the roof membrane, or (iii) affect the elevator or the electrical, gas, plumbing, fire sprinklering or HVAC systems of the Building. Prior to construction or installation of any Alterations, Landlord may require Tenant to provide Landlord, at Tenant's expense, a lien and (c) completion bond in an amount equal to one and one-half times the estimated cost of such Alterations, to insure Landlord against any liability resulting from the construction of any such Alterations, including mechanic's and materialmen's liens, and to insure completion of the work. Should Tenant make any Alterations requiring the prior written consent of Landlord without obtaining such consent, then 18 in addition to any Alteration affecting other remedies Landlord may have under this Lease for Tenant's breach of its obligations hereunder, Landlord shall be entitled to require Tenant immediately to remove the Building structuresame at Tenant's expense upon demand by Landlord and to repair any damage to the Premises occasioned by such removal. Notwithstanding the foregoingany consent that Landlord may give with respect to proposed Alterations, Landlord’s such consent shall not be required imply that Landlord has checked or insures compliance thereof with respect to non-structural Alterations costing less than $10,000 in any one instance (applicable Laws, nor that Landlord approves the design thereof, and $50,000 in as between Tenant and Landlord, Tenant alone shall have sole responsibility and liability for ensuring compliance thereof with Laws and the aggregate per year) so long as such Alterations do not affect safety of the roof, Building systems or Building exterior (each, a “Permitted Alteration”), provided Tenant shall provide Landlord with written notice design thereof. Tenant shall be responsible for all elements give Landlord notice of the design commencement of Tenant’s plans (including, without limitation, compliance construction of any Alterations concurrently with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for or immediately prior to such design. Landlord shall have no liability or responsibility for any claim, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as commencement so that Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings post notices of nonresponsibility relating thereto within ten (in CAD format) of all Alterations within sixty (6010) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination such commencement of the Term to restore the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested by Tenant, Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall become part of the Premises upon installation, and shall be surrendered with the Premises at the end of the Termconstruction.

Landlord’s Consent Required. Except for cosmetic alterations such as painting, which shall not require Landlord’s consent, Tenant shall not make or permit to be made any alterations, decorations, installations, removals, additions or improvements (including, without limitation, Tenant’s Work) (collectively, “Alterations”) in or to the Premises or any part thereof, without obtaining Landlord’s prior written approval of the contractor(s), written plans and specifications, a time schedule therefor and the items listed in Exhibit 5 attached hereto and made a part hereof. Landlord reserves the right to require that Tenant use Landlord’s preferred vendor(s) for any Alterations that involve roof penetrations, alarm tie-ins, sprinklers, fire alarm and other life safety equipment. Tenant shall not make any amendments or additions to plans and specifications approved by Landlord without Landlord’s 's prior written consent. Landlord’s approval of non-structural Alterations , which consent shall not be unreasonably withheld, conditioned or delayed. Notwithstanding unless the foregoing, Landlord may withhold its consent in its sole discretion (a) to any Alteration to or affecting the roof and/or building systems, (b) with respect to matters of aesthetics relating to Alterations to or affecting alterations affect the exterior appearance of the Building, and (c) to any Alteration affecting Building or the Building structure. Notwithstanding the foregoing, Landlord’s consent shall not be required with respect to non-structural Alterations costing less than $10,000 in any one instance (and $50,000 in the aggregate per year) so long as such Alterations do not affect the roof, Building systems structure or Building exterior systems. When applying for such consent, Tenant shall, if required by Landlord, furnish complete plans and specifications for such alterations, additions or improvements. All alterations, additions or improvements to the Premises shall be performed by contractors selected and supervised by Landlord for Tenant's account and at Tenant's sole cost and expense. Within ten (each10) days after receipt of a written statement from Landlord, a “Permitted Alteration”), provided Tenant shall provide reimburse Landlord with written notice thereof. Tenant shall be responsible for all elements costs arising in connection with Landlord's review of the design plans and specifications 12 EXHIBIT 10.1 and supervision of Tenant’s plans (including, without limitation, compliance with Legal Requirements, functionality of design, the structural integrity of the design, the configuration of the Premises and the placement of Tenant’s furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such designcontractors. Landlord shall have no liability the right to require that any contractor performing alterations, improvements or responsibility for additions to the Premises shall, prior to commencement of any claimwork, injury or damage alleged to have been caused by the particular materials (whether building standard or non-building standard), appliances or equipment selected by Tenant in connection with any work performed by or on behalf of Tenant. Except as otherwise expressly set forth herein, all Alterations shall be done at Tenant’s sole cost and expense and at such times and in such manner as Landlord may from time to time reasonably designate. Tenant shall provide Landlord with reproducible record drawings (a performance bond and labor and materials payment bond in CAD format) of all Alterations within sixty (60) days after completion thereof. If Tenant shall make any Alterations, then Landlord may elect to require Tenant at the expiration or sooner termination amount of the Term contract price for the work, naming Landlord and Tenant (and any other persons designated by Landlord as co-obligees.) All alterations, additions, fixtures and improvements, including without limitation all improvements made pursuant to restore Section 7, whether temporary or permanent in character, made in or upon the Premises to substantially the same condition as existed immediately prior to the Alterations. If requested either by Landlord or Tenant, shall at once belong to Landlord shall make such election at the time Landlord approves such Alteration or, for Permitted Alterations, at the time Tenant notifies Landlord of Tenant’s intent to make such Permitted Alteration. If Landlord does not so elect, then any such Alteration shall and become part of the Premises upon installation, and shall be surrendered with remain on the Premises at without compensation of any kind to Tenant. Tenant shall carry insurance as required by Section 15 covering any improvements, alterations or additions to the end Premises made by Tenant under the provisions of this Section 11, it being understood and agreed that none of such alterations, additions or improvements shall be insured by Landlord nor shall Landlord be required under any provision for reconstruction to repair, reconstruct or reinstall any such alterations, additions or improvements. Movable furniture and equipment which are removable without material damage to the TermBuilding or the Premises shall remain the property of Tenant.