Common use of Manner of Construction Clause in Contracts

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicable, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “as built” drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. , Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term (upon Tenant’s request, Landlord shall specify, at the time of its consent, which Alteration, if any, must be removed upon expiration or early termination of the Lease Term), and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, Irvine in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for by any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the Irvine County of Carlsbad in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office Landlord a reproducible copy of any the “as built” drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its reasonable discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located, and in conformance with Landlord’s 's construction rules and regulations. Landlord's approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In If Tenant makes any Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may imposeTenant shall have obtained Landlord’s approval (which approval shall not be unreasonably withheld or delayed) of all plans, as a condition specifications, drawings, contractors and subcontractors prior to the commencement of its consent to all Alterations or repairs Tenant’s construction of the Premises or about the PremisesAlterations; provided, such requirements as Landlord in its reasonable discretion may deem desirablehowever, including, but not limited to, the requirement that upon a contractor of Landlord’s request. Tenant shallselection shall perform all mechanical, electrical, plumbing, structural, and heating, ventilation and air conditioning work so long as such contractor is willing to perform its work at rates that do not exceed customary market rates, and such work shall be performed at Tenant’s expensecost. Tenant agrees to carry insurance in an amount approved by Landlord (which approval shall not be unreasonably withheld or delayed) covering the construction of such Alterations, remove and such other insurance as Landlord may reasonably require. In addition, Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such Alterations and naming Landlord as a co-obligee. Further, Tenant shall pay to Landlord or its agent a four percent (4%) supervision fee based upon the expiration or any early termination cost of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Termwork. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance laws and pursuant to a valid building permit, issued by the City of Carlsbadappropriate governmental authorities, in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done regulations and in a diligent, good and workmanlike manner and diligently prosecuted manner. If such Alterations trigger a legal requirement upon Landlord to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of make any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access Alterations or improvements to the Building or Common Areas, Tenant shall, as Additional Rent, reimburse Landlord for the common areas for any other tenant cost thereof within thirty (30) days following receipt of an invoice therefor. Landlord’s approval of the Buildingplans, specifications and as not to obstruct working drawings for Tenant’s Alterations shall create no responsibility or liability on the business part of Landlord or other tenants in the Buildingfor their completeness, design sufficiency, or interfere compliance with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require all laws, rules and regulations of governmental agencies or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Buildingauthorities. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion (or equivalent) to be recorded in the office of the Recorder of the County of Carlsbad San Diego in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its reasonable discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). In any event, all of Tenant’s contractors and subcontractors shall maintain the applicable insurance required in Exhibit E and Tenant shall ensure that Tenant’s contractors and subcontractors comply with the requirements set forth therein. Tenant shall construct such Alterations and perform such repairs in conformance compliance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located, and in conformance with Landlord’s construction rules and regulations. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work cause all Alterations to be performed in such manner as not to obstruct access by any person to the Building or Project or the common areas for any other tenant of the Buildingareas, and as not to obstruct the business of Landlord or other tenants in of the BuildingProject, or interfere with the labor force working at the Project. If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 below immediately upon completion thereof. Landlord may, make in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Project is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office of the Building a reproducible copy of any the “as built” drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the PremisesPremises or otherwise, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. , Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term. All contractors, and/or the requirement that Tenant utilize for such purposes only contractorssubcontractors, servicemen, materials, mechanics and materialmen selected shall be reasonably approved by Landlord. In connection with the foregoing, Tenant acknowledges that all contractors, subcontractors, and any other person performing work or services within the Building shall be required by Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Termunion and shall comply with Landlord’s insurance requirements as set forth in Section 8.4 below. Tenant shall construct such Alterations and perform such repairs in a good and workmanlike manner, in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance laws, rules and regulations and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located (or other applicable governmental authority), all in conformance with Landlord’s construction rules and regulations. All work with respect ; provided, however, that prior to commencing to construct any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such AlterationsAlteration (other than Decorative Alteration), Tenant shall have the work performed in such manner as not meet with Landlord to obstruct access to the Building or the common areas for any other tenant of the Building, discuss Landlord’s design parameters and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Buildingcode compliance issues. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the “Base Building, and provided ,” as that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterationsterm is defined below, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. The “Base Building” shall include the structural portions of the Building, the Building Systems, Common Areas, and the public restrooms, elevators, exit stairwells and the systems and equipment located in the internal core of the Building on the floor or floors on which the Premises are located. In performing the work of any such Alterations, Tenant shall have the work performed in such manner so as not to obstruct access to the Project or any portion thereof, by any other tenant of the Project, and so as not to obstruct the business of Landlord or other tenants in the Project. Tenant shall not use (and upon notice from Landlord shall cease using) contractors, services, workmen, labor, materials or equipment that, in Landlord’s reasonable judgment, would disturb labor harmony with the workforce or trades engaged in performing other work, labor or services in or about the Building or the Common Areas. Upon completion of any Alterations and to the extent applicable(or repairs), Tenant agrees shall deliver to cause a timely Notice Landlord final lien waivers from all contractors, subcontractors and materialmen who performed such work. In addition to Tenant’s obligations under Article 9 of Completion to be recorded in the office of the Recorder of the County of Carlsbad in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statutethis Lease, and Tenant shall deliver to the Building management office Project construction manager a reproducible copy of any the “as built” drawings of the Alterations as well as all permits, approvals and other documents issued by any governmental agency in connection with the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its sole and absolute discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance (including, California Energy Code, Title 24) and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Real Property is located, and in conformance with Landlord’s 's construction rules and regulations. Landlord's approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Real Property or the common areas for any other tenant of the BuildingReal Property, and as not to obstruct the business of Landlord or other tenants in of the BuildingReal Property, or interfere with the labor force working at the Real Property. If Tenant makes any Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Real Property is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office of the Real Property a reproducible copy of any “the "as built” " drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable; however, includingLandlord may impose such requirements as Landlord may determine, but not limited toin its sole and absolute discretion, with respect to any work affecting the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination structural components of the Lease Term, and/or the requirement that Tenant utilize for Building or Systems and Equipment (including designating specific contractors to perform such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Termwork). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Real Property is located, and in conformance with Landlord’s 's construction rules and regulations. Xxxxxxxx's approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. Tenant may choose its own contractors to perform such Alterations subject to Landlord’s reasonable approval thereof. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Real Property or the common areas for any other tenant of the BuildingReal Property, and as not to obstruct the business of Landlord or other tenants in of the BuildingReal Property, or interfere with the labor force working at the Real Property. If Tenant makes any Alterations, Xxxxxx agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay reasonably require, at Tenant’s expense, make it being understood and agreed that all of such changes Alterations shall be insured by Tenant pursuant to the Base BuildingArticle 10 of this Lease immediately upon completion thereof. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Real Property is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office of the Real Property a reproducible copy of any “"as built” " drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Tenant shall use its own contractors. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of Landlord's approval whether such improvements need to be removed at the end of the Lease Term. Tenant plans, specifications and working drawings for Tenant's Alterations shall construct such Alterations and perform such repairs in conformance create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any and all applicable laws, rules and regulations of any federal, state, county governmental agencies or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, in conformance with Landlord’s construction rules and regulationsauthorities. All work with respect to any Alterations must be done in a good and workmanlike manner in compliance with all applicable laws and with Landlord's construction rules and regulations, and diligently prosecuted to completion to the end that the Premises Promises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for Project, any other tenant portion of the Building, or the Common Areas, and as not to obstruct the business of Landlord or other tenants in of the BuildingProject, or interfere with the labor force working in the BuildingProject. In the event that Tenant performs makes any Alterations Alterations, Tenant agrees to carry "Builders All Risk" insurance in an amount approved by Landlord covering the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county In which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office Landlord a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such reasonable requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. , Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. In any event, a contractor reasonably approved by Landlord shall tell Tenant perform all mechanical, electrical, plumbing, structural, and heating, ventilation and air conditioning work, and such work shall be performed at the time of approval whether such improvements need to be removed at the end of the Lease TermTenant’s cost. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located, in conformance with Landlord’s construction rules and regulations. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event that Tenant performs makes any Alterations Alterations, Tenant agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expense, make it being understood and agreed that all of such changes Alterations shall be insured by Tenant pursuant to the Base BuildingArticle 10 of this Lease immediately upon completion thereof. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its ---------------------- consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its sole and absolute discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work as long as such contractors are cost competitive). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located, and in conformance with Landlord’s 's construction rules and regulations. Landlord's approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In If Tenant makes any Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount reasonably approved by Landlord covering the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay reasonably require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make with respect to any Alterations which costs in excess of $25,000.00, Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co- obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its sole and absolute discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Project is located, and in conformance with Landlord’s construction rules and regulationsregulations and all covenants, conditions and restrictions now or hereafter affecting the Project. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Project or the common areas Common Areas for any other tenant of the BuildingProject, and as not to obstruct the business of Landlord or other tenants in of the BuildingProject, or interfere with the labor force working at the Project. If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make if Tenant makes any Alterations with a cost in excess of Fifty Thousand Dollars ($50,000), Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Project is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office of the Project a reproducible copy of any the “as built” drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, Los Angeles in conformance with Landlord’s 's construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Building Complex or the common areas for by any other tenant of the BuildingBuilding Complex, and as not to obstruct the business of Landlord or other tenants in the BuildingBuilding Complex, or interfere with the labor force working in the BuildingBuilding Complex. In If Tenant makes any Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make with respect to any Alterations which cost in excess of $50,000.00, Landlord may, in its discretion, require Tenant (if Tenant has previously been in default under this Lease) or any subtenant or assignee of Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the Los Angeles County of Carlsbad in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building Complex management office a reproducible copy of any “the "as built” " drawings of the Alterations., and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials. 9

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such reasonable requirements as Landlord in its reasonable discretion may deem desirabledesirable (provided that the same shall in any event be consistent with the provisions of the Lease), including, but not limited to, the requirement that upon Landlord’s 's request. , made at the time such consent is granted, Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and repair any damage to the Premises and/or the Building caused by such removal, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. Landlord If such Alterations will involve the use of or disturb hazardous materials or substances existing in the Premises, Tenant shall tell Tenant at the time of approval whether comply with Landlord's rules and regulations concerning such improvements need to be removed at the end of the Lease Termhazardous materials or substances. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and and, if legally required, pursuant to a valid building permit, issued by the City of CarlsbadLos Angeles, in conformance with Landlord’s 's construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workmanner. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Los Angeles in accordance with the terms of Section 3093 3 093 'of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that Tenant utilize for such purposes only contractors, subcontractors, materials, mechanics and materialmen selected by Tenant and reasonably approved by Landlord, the requirement that upon Landlord’s request. , Tenant shall, at Tenant’s expense, remove such Alterations any “Specialty Alterations” (defined below) upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in a good and workmanlike manner, in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance laws, rules and regulations and pursuant to a valid building permit, issued by the City of CarlsbadSanta Xxxxxx, all in conformance with Landlord’s reasonable construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the “Base Building, and provided ,” as that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterationsterm is defined below, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon The “Base Building” shall mean the Base, Shell and Core, including the Building Structure and the Building Systems, further including the Building Systems on the floor or floors on which the Premises are located as well as the Common Areas. In performing the work of any such Alterations, Tenant shall have the work performed in such manner so as not to obstruct access to the Project or any portion thereof, by any other tenant of the Project, and so as not to obstruct the business of Landlord or other tenants in the Project. In addition to Tenant’s obligations under Article 9 of this Lease, upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Los Angeles in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building Project management office a reproducible copy of any the “as built” or record drawings of the Alterations as well as all permits, approvals and other documents issued by any governmental agency in connection with the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics contractors and materialmen selected materials approved by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permitpermit (a copy of which shall be delivered to Landlord), issued by the City of Carlsbadappropriate governmental authorities, in conformance with Landlord’s 's construction rules and regulations. Landlord's approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workcompletion. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the County Recorder of the County of Carlsbad in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office Landlord a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the PremisesPremises for which Landlord’s prior consent is required, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement desirable (provided that Tenant utilize for will not be required to use union labor and may select the contractor(s) or vendors who will perform such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Termwork). Tenant shall construct such its Alterations and perform such repairs in a good and workmanlike manner, in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance laws, rules and regulations and pursuant to a valid building permit, issued by the City of CarlsbadAlameda, all in conformance with Landlord’s reasonable construction rules and regulations. All work with respect ; provided, however, that prior to commencing to construct any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such AlterationsAlteration requiring Landlord’s consent, Tenant shall have the work performed in such manner as not meet with Landlord to obstruct access to the Building or the common areas for any other tenant of the Building, discuss Landlord’s design parameters and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Buildingcode compliance issues. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shallshall have the right, at Tenant’s expense, make to perform such changes component of the Alterations, provided that Landlord agrees to competitively bid the cost of such work in order to ensure that the cost to perform such work is commercially competitive and to use diligent efforts to have such work performed in accordance with Tenant’s reasonably established schedule for the performance of such work. As used herein, the “Base Building” shall mean the Building Structure and Building Systems. In performing the work of any such Alterations, Tenant shall have the work performed in such manner so as not to obstruct access to the Base BuildingProject or any portion thereof, by any other tenant of the Project, and so as not to obstruct the business of Landlord or other owners or tenants in the Project. Upon In addition to Tenant’s obligations under Article 9 of this Lease, upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Alameda in accordance with the terms of Section 3093 8182 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office Project construction manager a reproducible copy of any the “as built” drawings of the Alterations as well as all permits, approvals and other documents issued by any governmental agency in connection with the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of Landlord's approval whether such improvements need to be removed at the end of the Lease Term. Tenant plans, specifications and working drawings for Tenant's Alterations shall construct such Alterations and perform such repairs in conformance create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with any and all applicable laws, rules and regulations of any federal, state, county governmental agencies or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, in conformance with Landlord’s construction rules and regulationsauthorities. All work with respect to any Alterations must be done in a good and workmanlike manner in compliance with all applicable laws and with Landlord's construction rules and regulations, and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the "Base Building," as that term is defined below, then Landlord shall, at Tenant's expense, make such changes to the Base Building. The "Base Building" shall include the structural portions of the Building, and the public restrooms and the systems and equipment located in the internal core of the Building on the floor or floors on which the Premises are located. If any Alterations will involve the use of or disturb hazardous materials or substances existing in the Premises, Tenant shall comply with Landlord's rules and regulations concerning such hazardous materials or substances. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event that Tenant performs makes any Alterations Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord In any event, a contractor of Landlord's selection shall tell Tenant perform all mechanical, electrical, plumbing, structural, and heating, ventilation and air conditioning work, and such work shall be performed at the time of approval whether such improvements need to be removed at the end of the Lease TermTenant's cost. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadappropriate governmental authorities, in conformance with Landlord’s 's construction rules and regulations. Landlord~s approval of the plans, specifications and working drawings for Tenant's Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design "sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workcompletion. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicablereceipt of Landlord's written request, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Maricopa in accordance with the terms of Section 3093 of the Civil Code laws of the State of California or any successor statuteArizona, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. 's request made at the time such consent is granted, Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease TermTerm (provided however, in no event will Tenant be required to remove any such Alterations unless they involve penetrations to the base, shell or core of the Building, would require extraordinary demolition costs or include the installation of a riser), and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord, provided that Tenant shall utilize a contractor of Landlord's selection to perform all work that may affect the Building's Systems and Equipment, structural aspects of the Building, or exterior appearance of the Building. Landlord shall tell cause such contractor selected by Landlord to charge Tenant at for such work an amount equal to the time of approval whether such improvements need costs that comparable first-class, reputable and reliable contractors would have charged Tenant if selected pursuant to be removed at the end of the Lease Termcompetitive bidding procedures. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of CarlsbadLong Beach, in conformance with Landlord’s 's construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to timely cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Los Angeles in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations; provided, however, that if Tenant does not cause a timely Notice of Completion to be recorded, such failure shall not constitute a default under this Lease but Tenant shall protect, defend, indemnify and hold Landlord harmless from any loss, cost, damage, claim or expense incurred by Landlord in connection with Tenant's failure to record the Notice of Completion.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such improvements, ---------------------- alterations or repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance ordinance. In any event, only a contractor selected or approved by Landlord at its commercially reasonable discretion shall perform all roofing, fire and life safety and structural work and such work shall be performed at Tenant's cost. Tenant shall enter into a contract directly with said contractor for the performance of any such work and said work shall be done under the supervision of Landlord's on site management. In no event shall Landlord be responsible for the work done by any such contractor (unless retained by Landlord) and Landlord shall not be responsible for payment of any such contractor for work done to the Premises pursuant to a valid building permitthis Article 11. If Tenant orders any construction, issued by ---------- alteration, decorating or repair work directly from Landlord, the City charges for such work shall be deemed Additional Rent under this Lease, payable upon billing therefor, either periodically during construction or upon the substantial completion of Carlsbadsuch work, in conformance with at Landlord’s construction rules and regulations's option. All work with respect to any Alterations alterations, additions or changes must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicablealterations, additions or changes, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad in which the Property is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute. Any such alterations, additions or changes shall be performed and done strictly in accordance with the laws and ordinances relating thereto. No later than ten (10) Days after completion of any modifications to the Premises permitted under the terms of this Article 11, ---------- Tenant shall deliver copies to the Building management office a reproducible copy Landlord of any “as built” all permits and as-built working drawings of the Alterationswhich relate thereto.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon provide Landlord with detailed plans and specifications and an estimated budget for the expiration or any early termination of the Lease Term, and/or the requirement proposed Alteration and that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its sole and absolute discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Building is located, and in conformance with Landlord’s construction rules and regulations. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In If Tenant makes any Alterations, Tenant agrees to carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, it being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 below immediately upon completion thereof. In addition, with respect to any Alterations to be made in the Building which cost in excess of $100,000.00, Landlord may, in its discretion, require Tenant to obtain a lien and completion bond, or, at Tenant’s expenseoption, make some alternate form of security reasonably satisfactory to Landlord, in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of CarlsbadLos Angeles, in conformance with Landlord’s 's construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Los Angeles in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. , Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, provided that Landlord notifies Tenant of the requirement to remove such Alterations concurrently with providing to Tenant consent to such Alterations, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. , except that Landlord shall tell Tenant at may designate the time of approval whether such improvements need contractors and subcontractors to be removed at perform all work affecting the end structural components or the Systems and Equipment of the Lease TermBuilding or the Project. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance Laws and pursuant to a valid building permit, issued by the City of CarlsbadEmeryville, and in conformance with Landlord’s non-discriminatory construction rules and regulations. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all Laws. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workwork and all materials used shall be of a quality comparable to or better than those in the Premises and the Project and shall be in accordance with the plans and specifications previously approved by Landlord. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building Building, or the Project or the common areas for any other tenant of the BuildingBuilding or the Project, and as not to obstruct the business of Landlord or other tenants in of the BuildingBuilding or the Project, or interfere with the labor force working in at the Building. In Building or the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base BuildingProject. Upon completion of any Alterations and to the extent applicable, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Alameda in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations.

Manner of Construction. Landlord shall have the exclusive right, at Landlord's option, but not the obligation, to make the Alterations at Tenant's sole cost and expense. If Landlord elects to make the Alterations pursuant to the immediately preceding sentence, then Tenant shall retain Landlord to construct such Alterations and Landlord shall hold all applicable construction contracts. Prior to the commencement of construction of any Alterations or repairs, Tenant shall submit to Landlord, for Landlord's review and approval in its reasonable discretion, four (4) copies signed by Tenant of all plans, specifications and working drawings relating thereto. Tenant, at its sole cost and expense, shall retain an architect/space planner selected by Xxxxxx, and reasonably approved by Landlord, to prepare such plans, specifications and working drawings; provided that, Tenant shall also retain the engineering consultants from a list provided by Landlord to prepare all plans and engineering working drawings, if any, relating to the structural, mechanical, electrical, plumbing, HVAC, lifesafety and sprinkler work of the Alterations. Tenant shall be required to include in its contracts with the architect and the engineers a provision which requires ownership of all architectural and engineering drawings to be transferred to Tenant upon the substantial completion of the Alteration and Tenant hereby grants to Landlord a non-exclusive right to use such drawings, including, without limitation, a right to make copies thereof. Tenant shall cause each architect/space planner and engineer retained by Tenant to follow Xxxxxxxx's standard construction administration procedures and to utilize the standard specifications and details for the Building, all as promulgated by Landlord from time to time. Tenant and Xxxxxx's architect/space planner shall verify, in the field, the dimensions and conditions as shown on the relevant portions of the "Base Building" plans, and Tenant and Tenant's architect/space planner shall be solely responsible for the same, and Landlord shall have no responsibility in connection therewith. In addition, at Xxxxxxxx's option, Landlord may imposesubmit Xxxxxx's plans, specifications and working drawings to a third-party architect and/or engineer, selected by Landlord, for their review, at Xxxxxx's sole cost and expense. Xxxxxxxx's review of plans, specifications and working drawings as a condition of set forth in this Section 8.2, shall be for its consent to all Alterations or repairs sole purpose and shall not imply Landlord's review of the Premises same, or about obligate Landlord to review the Premisessame, such requirements as for quality, design, compliance with applicable building codes or other like matters. Accordingly, notwithstanding that any plans, specifications or working drawings are reviewed by Landlord or its space planner, architect, engineers and consultants, and notwithstanding any advice or assistance which may be rendered to Tenant by Landlord or Xxxxxxxx's space planner, architect, engineers, and consultants, Landlord shall have no liability whatsoever in connection therewith and shall not be responsible for any omissions or errors contained in the plans, specifications and working drawings for the Alterations, and Xxxxxx's waiver and indemnity set forth in Section 10.1 of this Lease, below, shall specifically apply to the plans, specifications and working drawings for the Alterations. Following Landlord's approval in its reasonable discretion may deem desirableof all plans, includingspecifications and working drawings for the Alterations, but not limited to, a contractor to construct the requirement that upon Landlord’s request. Alterations shall be selected by Tenant shall, at Tenant’s expense, remove such Alterations upon from the expiration or any early termination list of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected contractors approved by Landlord. Landlord shall tell provide to Tenant at an itemized statement of costs, as set forth in the time of approval whether proposed contract with such improvements need to be removed at the end of the Lease Termcontractor. Tenant shall construct approve and deliver to Landlord the itemized statement of costs provided to Tenant in accordance with this Section 8.2, and upon receipt of such Alterations itemized statement of costs by Landlord, Landlord shall be released by Xxxxxx (i) to retain the contractor who submitted such itemized statement of costs, and perform (ii) to purchase the items set forth in such repairs in conformance with any itemized statement of costs and to commence the construction relating to such items. Landlord hereby assigns to Tenant all applicable rules warranties and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued guaranties by the City of Carlsbad, contractor selected in conformance accordance with Landlord’s construction rules and regulations. All work with respect this Section 8.2 to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to construct the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, and Tenant shall have the work performed in such manner as not to obstruct access to the Building hereby waives all claims against Landlord relating to, or the common areas for any other tenant arising out of the Buildingconstruction of, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the BuildingAlterations. In the event Tenant performs requests any Alterations in the Premises which require or give rise to governmentally required changes to the "Base Building, and provided ," as that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterationsterm is defined below, then Landlord shall, at Tenant’s 's expense, make such changes to the Base Building. Upon As used in this Lease, the "Base Building" shall include the structural portions of the Building, and the public restrooms, elevators, exit stairwells and the systems and equipment located in the internal core of the Building on the floor or floors on which the Premises are located. The term "Base Building," as used in this Lease, shall not be deemed to have the same meaning as the term "Base, Shell and Core," as the same is defined in Section 1 of the Tenant Work Letter. In performing the work of any Alterations (including Cosmetic Alterations) for which Tenant is responsible, Tenant shall have the work performed in such manner so as not to obstruct access to the Project or any portion thereof, by any other tenant of the Project, and so as not to obstruct the business of Landlord or other tenants in the Project. With respect to any such Alterations (including Cosmetic Alterations), Tenant shall not use (and upon notice from Landlord shall cease using) contractors, services, workmen, labor, materials or equipment that, in Landlord's reasonable judgment, would disturb labor harmony with the workforce or trades engaged in performing other work, labor or services in or about the Building or the Common Areas. In addition to Tenant's obligations under Article 9 of this Lease, upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad in which the Project is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office Project construction manager a reproducible copy of any “the "as built” " drawings of the Alterations in CAD format as well as all permits, approvals and other documents issued by any governmental agency in connection with the Alterations.

Manner of Construction. Landlord may impose, as a condition of its ---------------------- consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner manner, by properly licensed and insured contractors, in compliance with all applicable laws and with Landlord's construction rules and regulations, and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Project or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in of the BuildingProject, or interfere with the labor force working in the BuildingProject. In the event that Tenant performs makes any Alterations Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this ---------- Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co- obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only architects, contractors, materials, mechanics and materialmen selected by Landlord. Landlord In any event, a contractor of Landlord’s selection shall tell Tenant perform all mechanical, electrical, plumbing, structural, fire/life safety and heating, ventilation and air conditioning work, and such work shall be performed at the time of approval whether such improvements need to be removed at the end of the Lease TermTenant’s cost. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadappropriate governmental authorities, in conformance with Landlord’s construction rules and regulations. If such Alterations trigger a legal requirement upon Landlord to make any Alterations or improvements to the Building or Common Areas, Tenant shall, as Additional Rent, reimburse Landlord for the cost thereof within thirty (30) days following receipt of an invoice therefor. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. Landlord may post notices of nonresponsibility in accordance with Article 27(iii) hereof. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workcompletion. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas Common Areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion (or equivalent) to be recorded in the office of the Recorder of the County of Carlsbad San Francisco in accordance with the terms of Section 3093 8182 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. ; provided, however, Landlord shall tell Tenant at may impose such requirements as Landlord may determine, in its sole and absolute discretion, with respect to any work affecting the time of approval whether such improvements need to be removed at the end structural components of the Lease TermBuilding or Systems and Equipment (including designating specific contractors to perform such work). Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance (including California Energy Code, Title 24) and pursuant to a valid building permit, issued by the City of Carlsbadcity in which the Real Property is located, and in conformance with Landlord’s construction rules and regulations. Landlord’s approval of the plans, specifications and working drawings for Tenant’s Alterations shall create no responsibility or liability on the part of Landlord for their completeness, design sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or Real Property or the common areas for any other tenant of the BuildingReal Property, and as not to obstruct the business of Landlord or other tenants in of the BuildingReal Property, or interfere with the labor force working at the Real Property. If Tenant makes any Alterations, Tenant agrees to carry or have its contractor carry “Builder’s All Risk” insurance in an amount approved by Landlord covering the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternate form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to shall (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Real Property is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office of the Real Property a reproducible copy of any the “as built” drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors’ affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, including, but not limited to, the requirement that upon Landlord’s request. Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbad, in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner in compliance with all applicable laws and with Landlord's construction rules and regulations, and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event that Tenant performs makes any Alterations Alterations, Tenant agrees to carry "Builder's All Risk" insurance in an amount approved by Landlord covering the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant construction of such requirement in Landlord’s consent to such Alterations, then and such other insurance as Landlord shallmay require, at Tenant’s expenseit being understood and agreed that all of such Alterations shall be insured by Tenant pursuant to Article 10 of this Lease immediately upon completion thereof. In addition, make Landlord may, in its discretion, require Tenant to obtain a lien and completion bond or some alternative form of security satisfactory to Landlord in an amount sufficient to ensure the lien-free completion of such changes to the Base BuildingAlterations and naming Landlord as a co-obligee. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Tenant perform any work which in Landlord’s request. Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination judgment is likely to disturb other tenants of the Lease TermBuilding only during non-business hours, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected reasonably approved by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of CarlsbadLos Angeles, in conformance with Landlord’s reasonable and nondiscriminatory construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of workcompletion. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to unreasonably obstruct access to the Building or the common areas for any other tenant of the Building, and as not to unreasonably obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad Los Angeles in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations, if any, provided, however, that if Tenant does not cause a timely Notice of Completion to be recorded, such failure shall not constitute a default under this Lease but Tenant shall protect, defend, indemnify and hold Landlord harmless from any loss, cost, damage, claim or expense incurred by Landlord in connection with Tenant’s failure to record the Notice of Completion.

Manner of Construction. Landlord may impose, as a condition of its consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, including, but not limited to, the requirement that upon Tenant shall have obtained Landlord’s request. Tenant shallapproval of all plans, specifications, drawings, contractors and subcontractors prior to the commencement of Tenant’s construction of any Alterations; provided, however, a contractor of Landlord’s selection shall perform all mechanical, electrical, plumbing, structural, and heating, ventilation and air conditioning work, and such work shall be performed at Tenant’s expensecost, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize which cost shall not exceed a competitive market rate for such purposes only contractorsservices. Tenant agrees to carry “Builder’s All Risk” insurance in a reasonable amount approved by Landlord covering the construction of such Alterations, materialsand such other insurance as Landlord may reasonably require. Further, mechanics and materialmen selected by to the extent Landlord. ’s personnel is reasonably required to oversee Tenant Alterations, Tenant shall pay to Landlord shall tell Tenant at the time or its agent an oversight fee of approval whether such improvements need to be removed at the end of the Lease Term$150.00 per hour. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance Laws and pursuant to a valid building permitpermit (if applicable), issued by the City of Carlsbadappropriate governmental authorities, in conformance with Landlord’s construction rules and regulations. All work with respect to any Alterations must be done regulations and in a diligent, good and workmanlike manner and diligently prosecuted manner. If such Alterations trigger a legal requirement upon Landlord to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of make any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access Alterations or improvements to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such AlterationsCommon Areas, then Landlord shall notify Tenant in writing of the cost of such Building or Common Area improvement. If, following such written notice, Tenant elects to proceed with the Alteration triggering such Building or Common Area improvement, then Tenant shall, at as Additional Rent, reimburse Landlord for the actual cost thereof within thirty (30) days following receipt of an invoice therefor. Landlord’s approval of the plans, specifications and working drawings for Tenant’s expenseAlterations shall create no responsibility or liability on the part of Landlord for their completeness, make such changes to the Base Buildingdesign sufficiency, or compliance with all laws, rules and regulations of governmental agencies or authorities. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion (or equivalent) to be posted (if applicable) and recorded in the office of the Recorder of the County of Carlsbad in which the Building is located in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statuteall applicable Laws, and Tenant shall deliver to the Building management office a reproducible copy of any the “as built” drawings of the Alterations, to the extent applicable.

Manner of Construction. Landlord may impose, as a condition of its ------------------------ consent to all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable sole discretion may deem desirable, desirable including, but not limited to, the requirement that upon Landlord’s 's request. , Tenant shall, at Tenant’s 's expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord If such Alterations will involve the use of or disturb hazardous materials or substances existing in the Premises, Tenant shall tell Tenant at the time of approval whether comply with Landlord's rules and regulations concerning such improvements need to be removed at the end of the Lease Termhazardous materials or substances. Tenant shall construct such Alterations and perform such repairs in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance and pursuant to a valid building permit, issued by the City of Carlsbadapplicable municipality, in conformance with Landlord’s 's construction rules and regulations. All work with respect to any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such Alterations, Tenant shall have the work performed in such manner as not to obstruct access to the Building or the common areas for any other tenant of the Building, and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Building. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the Base Building, and provided that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterations, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to (i) cause a timely Notice of Completion to be recorded in the office of the Recorder of the County of Carlsbad local county in accordance with the terms of Section 3093 of the Civil Code of the State of California or any successor statute, and Tenant shall (ii) deliver to the Building management office a reproducible copy of any “the "as built” " drawings of the Alterations, and (iii) deliver to Landlord evidence of payment, contractors' affidavits and full and final waivers of all liens for labor, services or materials.

Manner of Construction. Landlord may impose, as a condition of its consent to any and all Alterations or repairs of the Premises or about the Premises, such requirements as Landlord in its reasonable discretion may deem desirable, includingincluding the requirement that Tenant utilize for such purposes only contractors, but not limited tosubcontractors, materials, mechanics and materialmen selected by Tenant from a list provided and approved by Landlord and the requirement that upon Landlord’s request. request (which shall be made, if at all, at the time of the granting of its consent if specifically requested by Tenant), Tenant shall, at Tenant’s expense, remove such Alterations upon the expiration or any early termination of the Lease Term, and/or the requirement that Tenant utilize for such purposes only contractors, materials, mechanics and materialmen selected by Landlord. Landlord shall tell Tenant at the time of approval whether such improvements need to be removed at the end of the Lease Term. Tenant shall construct such Alterations and perform such repairs in a good and workmanlike manner, diligently and without material cessation, delay or interruption, in conformance with any and all applicable rules and regulations of any federal, state, county or municipal code or ordinance laws, rules and regulations and pursuant to a valid building permit, issued by the City of Carlsbad, municipality in which the Building is located all in conformance with Landlord’s commercially reasonable written construction rules and regulations. All work with respect regulations and reasonable additional directives; provided, however, that prior to commencing to construct any Alterations must be done in a good and workmanlike manner and diligently prosecuted to completion to the end that the Premises shall at all times be a complete unit except during the period of work. In performing the work of any such AlterationsAlteration, Tenant shall have the work performed in such manner as not meet with Landlord to obstruct access to the Building or the common areas for any other tenant of the Building, discuss Landlord’s design parameters and as not to obstruct the business of Landlord or other tenants in the Building, or interfere with the labor force working in the Buildingcode compliance issues. In the event Tenant performs any Alterations in the Premises which require or give rise to governmentally required changes to the “Base Building, and provided ,” as that Landlord notified Tenant of such requirement in Landlord’s consent to such Alterationsterm is defined below, then Landlord shall, at Tenant’s expense, make such changes to the Base Building. Upon The “Base Building” shall include the structural portions of the Building, and the public restrooms, elevators, exit stairwells, paths of travel and the systems and equipment located in the internal core of the Building on the floor or floors on which the Premises are located. In performing the work of any such Alterations, Tenant shall have the work performed in such manner so as not to obstruct access to the Project or any portion thereof, by any other tenant of the Project, and so as not to obstruct the business of Landlord or other tenants in the Project. Tenant shall not use (and upon Notice from Landlord shall cease using) contractors, services, workmen, labor, materials or equipment that, in Landlord’s reasonable judgment, would disturb labor harmony with the workforce or trades engaged in performing other work, labor or services in or about the Building or the Common Areas. In addition to Tenant’s obligations under Article 9 of this Lease, upon completion of any Alterations and to the extent applicableAlterations, Tenant agrees to cause a timely Notice of Completion to be recorded in the office of the Recorder recorder of the County of Carlsbad county in which the Building is located in accordance with the terms of Section 3093 of the California Civil Code of the State of California or any successor statutestatute and furnish a copy thereof to Landlord upon recordation, and timely give all notices required pursuant to Section 3259.5 of the California Civil Code or any successor statute (failing which, Landlord may itself execute and file such Notice of Completion and give such notices on behalf of Tenant as Tenant’s agent for such purpose), and Tenant shall deliver to the Building management office Project construction manager a reproducible copy of any the “as built” drawings of the Alterations as well as all permits, approvals and other documents issued by any governmental agency in connection with the Alterations.