Common use of Ownership of Alterations Clause in Contracts

Ownership of Alterations. All Alterations shall be and remain the property of Tenant during the term of this Lease but shall not be altered or removed from the Premises. At the expiration or sooner termination of the term of this Lease, all Alterations shall become the property of Landlord, and Landlord shall have no obligation to reimburse Tenant for any portion of the value or cost. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord at the time of the installation of a custom trade fixture that Tenant desires to remove such fixture at the end of the term, then Tenant shall be permitted to remove such fixture provided that it can and does so without damage to the Premises, and, in any event, repairs any damage occasioned by the installation or removal of such fixture and restores the Premises to its condition existing prior to such installation. However, Landlord shall have the right to require Tenant to remove any Alterations; in that case, Tenant shall remove the Alterations prior to the expiration or sooner termination of the term of this Lease. Notwithstanding the foregoing, Tenant shall not be obligated to remove any Alterations with respect to which (a) Tenant was required or selected to obtain the consent of Landlord; (b) at the time Tenant requested the consent of Landlord, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration of the term of this Lease; and (c) at the time Landlord granted consent, Landlord notified Tenant that Landlord would not require the removal of the Alteration at the expiration of the term of this Lease.

Ownership of Alterations. All (i) It is distinctly understood that all Alterations shall be whether made by or at the expense of Landlord or by Tenant, and remain including without limitation wall paper and coverings, floor tile, ceiling light fixtures, window blinds, wall to wall carpet, and any other fixtures and equipment attached to, or built into, the property Demised Premises as of Tenant the Lease Commencement Date or the Mandatory Expansion Space Lease Commencement Date, as applicable, or during the term of this Lease but (whether made with or without Landlord's consent, and whether or not made at Landlord's or Tenant's expense) shall not be altered or removed from the Premises. At the expiration or sooner termination and remain part of the term of this Lease, all Alterations shall become Demised Premises and be deemed the property of Landlord, to be surrendered with the Demised Premises at the expiration of this Lease without disturbance, molestation or injury. (ii) Notwithstanding the foregoing Landlord at its option and Landlord shall have no obligation discretion may require that Tenant, at Tenant's expense, to reimburse remove at the expiration or any termination of this Lease any or all Alterations to the Demised Premises made by Tenant, other than the initial improvements to the Demised Premises made by Tenant for any on or prior to the date of initial occupancy of each portion of the value Demised Premises, which are unusual in nature and of which Tenant has been notified by Landlord or cost. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord Landlord's agent that removal will be required at the time of the installation of a custom trade fixture that the same. If Tenant desires is required to remove such fixture at the end of the termany or all Alterations, then Tenant shall be permitted to remove such fixture provided that it can and does so without repair any damage to the PremisesDemised Premises or Building caused by such removal. Tenant specifically agrees to promptly comply with such directions to remove and repair. (iii) In addition to all legal, andequitable and other rights and remedies available to Landlord, it is agreed that if Tenant does not comply with its obligations under this Paragraph and The Corporate Advisory Board Company Lease June 23, 1998 Final such non-compliance continues for a period of ten (10) days after notice to Tenant (except in any eventthe case of an emergency, repairs any damage occasioned by the installation for which no notice or removal of such fixture and restores the Premises to its condition existing prior to such installation. Howevercure period shall be required or permitted), Landlord shall have the right (but not the obligation) to require Tenant perform or cause to remove any Alterations; be performed Tenant's obligations, duties and covenants, in that case, which event Tenant shall remove the Alterations prior reimburse to the expiration or sooner termination of the term of this Lease. Notwithstanding the foregoing, Tenant shall not be obligated Landlord within five (5) days after demand all costs incurred by Landlord to remove any Alterations with respect to which (a) Tenant was required or selected to obtain the consent of Landlord; (b) at the time Tenant requested the consent of Landlord, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration of the term of this Lease; and (c) at the time Landlord granted consent, Landlord notified Tenant that Landlord would not require undertake the removal and repairs, plus a sum equal to fifteen percent (15%) of the Alteration at the expiration such costs representing overhead and administrative expenses of the term Landlord in such matters, all of this Leasewhich amounts shall be deemed Additional Rent.

Ownership of Alterations. All Alterations alterations and additions shall be and remain the property of Tenant during the term of this Lease but shall not be altered or removed from the Premises. At the expiration or sooner termination part of the term Building and owned by the Landlord; provided, however, that the Landlord may require removal by the Tenant of this Lease, all Alterations shall become the property of Landlord, and Landlord shall have no obligation to reimburse Tenant for or any portion of the value or cost. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord at the time of the installation of a custom trade fixture that Tenant desires to remove such fixture at the end of the term, then Tenant shall be permitted to remove such fixture provided that it can any alterations and does so without damage additions made to the Premises, and, in any event, repairs any damage occasioned by so long as the installation or removal Landlord advised the Tenant of such fixture and restores the Premises to its condition existing prior to such installation. However, Landlord shall have the right to require Tenant to remove any Alterations; in that case, Tenant shall remove the Alterations requirement prior to the expiration or sooner termination installation of the term alteration or addition by the Tenant. If the Tenant fails to inform the Landlord, in writing, at least ten (10) days prior to the installation of the alteration or addition, thereby preventing the Landlord from making a determination as to whether it will want such addition or alteration removed from the Premises prior to its installation, then the Landlord shall advise the Tenant in writing of such determination within ten (10) days after the Tenant gives the Landlord written notice requesting that the Landlord make such determination. All movable equipment, trade fixtures and furnishings not attached to the Premises shall remain the personal property of the Tenant and shall be removed by the Tenant upon termination or expiration of this Lease. Notwithstanding anything to the foregoingcontrary contained in this Section 4.2, Tenant shall not be obligated to remove any Alterations with respect to which (a) Tenant was required or selected to obtain alterations and additions funded by the consent of Landlord; (b) at the time Tenant requested the consent of Landlord, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration and installed as part of the term Initial Leasehold Improvements (as defined in the Work Letter) or otherwise (the "Landlord Funded Improvements"), and all alterations and additions which are necessary for the use of the Premises as an operational biotechnology laboratory (the "Base Laboratory Improvements"), regardless of who funded their acquisition and installation, shall be part of the Building and owned by the Landlord, and shall in no event constitute the Tenant's personal property. For purposes of this Lease; , "Base Laboratory Improvements" shall include equipment that is integrated into the Building which is consistent with and (c) at necessary for the time Landlord granted consentoperation of a standard, Landlord notified Tenant that Landlord high quality biotechnology research laboratory. Such equipment would include, but would not require the removal be limited to, supply and exhaust ventilation systems; fume hoods in reasonable quantity; environmental rooms in reasonable quantity; laboratory benches in reasonable quantity, casework with associated shelving (whether fixed or adjustable or otherwise capable of the Alteration at the expiration of the term of this Lease.being relocated) in reasonable quantity, fixtures, plumbing supply/waste lines and equipment associated therewith, gas supply lines, a back-up electrical generator sufficient to

Ownership of Alterations. All Alterations alterations and additions shall be and remain the property of Tenant during the term of this Lease but shall not be altered or removed from the Premises. At the expiration or sooner termination part of the term Building and owned by the Landlord; provided, however, that the Landlord may require removal by the Tenant of this Lease, all Alterations shall become the property of Landlord, and Landlord shall have no obligation to reimburse Tenant for or any portion of any alterations and additions made to the value Premises by the Tenant. Upon Tenant’s written request given simultaneously with its request for consent to any alterations or cost. Notwithstanding additions, Landlord will advise the foregoing, if Tenant gives notice of such requirement for removal prior to Landlord gives notice to Landlord at the time of the installation of a custom the alteration or addition by the Tenant. All movable equipment, trade fixture that Tenant desires fixtures and furnishings not attached to remove such fixture at the end Premises shall remain the personal property of the term, then Tenant and shall be permitted to remove such fixture provided that it can and does so without damage to the Premises, and, in any event, repairs any damage occasioned removed by the installation or removal of such fixture and restores the Premises to its condition existing prior to such installation. However, Landlord shall have the right to require Tenant to remove any Alterations; in that case, Tenant shall remove the Alterations prior to the upon expiration or sooner earlier termination of the term of this Lease. Notwithstanding anything to the foregoingcontrary contained in this Section 4.2, any alterations and additions, equipment, trade fixtures, and furnishings installed by Landlord, whether or not attached to the Premises, shall be part of the Building and owned by the Landlord, and shall in no event constitute the Tenant’s personal property. Any alterations and additions, if required to be removed upon the termination or expiration of this Lease as hereinabove provided, shall be removed by the Tenant with reasonable care and diligence; however Tenant shall not be obligated required to remove cap off of all utility connections behind the adjacent interior finish, or restore such interior finish to the extent necessary so that the Premises are left with complete wall, ceiling and floor finishes. Maintenance of Building and Common Areas by Landlord. Except as otherwise provided in Article 8, the Landlord shall make such repairs to the foundation, roof, exterior walls (including exterior glass), floor slabs, elevators, base building mechanical and life safety systems (to the extent serving more than one tenant), and any Alterations other base structural elements of the Building as may be necessary to keep them in compliance with respect applicable laws (including, but not limited to, the Baltimore City Building Code and the Americans with Disabilities Act (the ““ADA”“)), in good order, condition and repair, and make such repairs to which the mechanical systems and equipment serving the Building, except for any mechanical systems and equipment that serve the Premises exclusively (a““Tenant’s Dedicated Mechanical Systems and Equipment”“), and other Common Areas as are necessary to keep them in good order, condition and repair. The Landlord shall further perform the services designated as Landlord’s Services on Exhibit E. Subject to Section 7.4, the Tenant shall be responsible for 100% of the cost of any repair to the Premises, the Building, or the Land caused by the negligence or misconduct of the Tenant, or any agent, employee or contractor of the Tenant. Landlord will provide either manned or monitored security of the Building twenty-four (24) Tenant was required or selected to obtain hours a day, seven (7) days a week, three hundred sixty-five (365) days a year. Landlord shall install and be solely responsible for the consent maintenance and operation of Landlord; (b) a Building-wide security system for monitoring and access control at Building entrances and the loading dock(s), with card access controls at the time Building main entrances, stairwells and service doors. Tenant requested shall be provided with similar access to the consent of Premises, Building and parking areas. Tenant shall comply with all rules and regulations relating to security and access to the Building imposed by Landlord, including use of key cards security systems installed in the elevators and lobby entrances to the Building. Subject to Section 7.4, the Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration shall be responsible for 100% of the term cost of this Lease; and (c) at any repair to the time Landlord granted consentPremises, Landlord notified Tenant that Landlord would not require the removal Building, or the Land caused by the negligence or misconduct of the Alteration at the expiration Tenant, or any agent, employee or contractor of the term of this LeaseTenant.

Ownership of Alterations. All Title to any Alterations thereto constructed by Tenant or subtenants shall be and remain the property of Tenant during the term of this Lease but shall not vested in Tenant, subtenant or, as may be altered or removed from the Premises. At required for financing purposes, other parties until the expiration or sooner earlier termination of the term of this Lease, all at which time the Alterations thereto shall become the property of LandlordCommission, free and Landlord shall have no clear of all liens and encumbrances, without any obligation on the part of Commission to reimburse Tenant for any portion of the value or costpay therefore. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord at the time of the installation of a custom trade fixture that Tenant desires to remove such fixture at the end of the term, then Tenant shall be permitted to remove such fixture provided that it can and does so without damage to the Premises, and, in any event, repairs any damage occasioned by the installation or removal of such fixture and restores the Premises to its condition existing prior to such installation. However, Landlord shall have the right to require Tenant to remove any Alterations; in that caseAt Commission’s request, Tenant shall remove deliver a deed to the Alterations prior Buildings to Commission confirming this transfer at the expiration or sooner termination of this Lease, together with a complete set of all as- built or other building plans and all keys to the Buildings and any other improvements on the Campus. Subject to the terms of Section 10.1 relating to damage and destruction upon expiration or earlier termination of the term Term of this Lease. Notwithstanding the foregoing, whether by lapse of time or otherwise (including any holdover period), Tenant shall not be obligated to remove any Alterations with respect to which at its expense shall: (a) remove all of Tenant’s moveable, un- affixed personal property, goods, and effects, and those of all persons claiming under Tenant was required or selected to obtain from the consent of LandlordCampus; (b) at to the time Tenant requested the consent extent required by Commission, remove all of Landlordits exhibits and exhibit-related casework, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration of the term of this Lease; and (c) promptly and peacefully surrender the Campus (including surrender of all Tenant’s improvements, alterations, and additions installed on the Campus) in at least as good a condition as at the time Landlord granted consent, Landlord notified Tenant that Landlord would not require Date of Possession or the removal date of completion of the Alteration at Alterations, reasonable wear and tear and casualty excepted. Any property left on the Campus more than thirty (30) days after the expiration or termination of the term Term shall be deemed to have been abandoned and to have become the property of this LeaseCommission to dispose of as Commission deems expedient, and Tenant shall be liable for all costs associated with the disposal of such property. Tenant hereby waives all claims for damages that may be caused by Commission re-entering and taking possession of the Campus or removing and storing Tenant’s property as herein provided. No such reentry shall be considered or construed to be a forcible entry.

Ownership of Alterations. All Alterations alterations and additions shall be part of the Building and remain owned by the property Landlord, except for certain biotechnology laboratory equipment that is to be installed in the Premises, which shall be deemed to be independent of Tenant during the term real property, and which have been identified as Removable Alterations (as defined herein) in accordance with the terms of this Lease but shall not be altered or removed from Section 4.2 and by mutual agreement between the Premises. At the expiration or sooner termination of the term of this Lease, all Alterations shall become the property of Landlord, Landlord and Landlord shall have no obligation to reimburse Tenant for any portion of the value or cost. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord either at the time of the Tenant’s initial occupancy of the Premises or from time to time thereafter; provided, however, that the Landlord may require removal by Tenant of all or any portion of all other alterations and additions so long as Landlord advised Tenant of such requirement prior to the installation of a custom trade fixture that the alteration or addition by Tenant. If the Tenant desires fails to remove such fixture inform the Landlord, in writing, at least ten (10) days prior to the end installation of the termalteration or addition, thereby preventing the Landlord from making a determination as to whether it will want such addition or alteration removed from the Premises prior to its installation, then the Landlord may require such removal without exception. All movable equipment and furnishings not attached to the Premises shall remain the property of the Tenant and shall be removed by the Tenant upon termination or expiration of this Lease. Notwithstanding anything to the contrary contained in this Section 4.2, any alterations and additions funded by the Landlord and installed as part of the Leasehold Improvements (as defined in the Work Letter) (the “Landlord Funded Alterations”) shall be part of the Building and owned by the Landlord; all alterations and additions which are necessary for the use of the Premises as an operational biotechnology laboratory (the “Base Laboratory Alterations”), regardless of who funded their acquisition and installation, shall in no event constitute Removable Alterations; and all alterations and additions which: (i) are not Landlord Funded Alterations; (ii) are not Base Laboratory Alterations; and (iii) have been designated as Removable Alterations by mutual agreement from time to time established between the Landlord and the Tenant (such items being hereinafter collectively referred to as the “Removable Alterations”) shall remain the property of the Tenant and shall be removed by the Tenant upon termination or expiration of this Lease, unless the Landlord elects to purchase all or a portion of such Removable Alterations from the Tenant for a price equal to the then depreciated book value thereof established on the Tenant’s books maintained in accordance with generally accepted accounting principals consistently applied. If the Landlord terminates this Lease on the basis of a default by the Tenant and, the Landlord elects to purchase all or a portion of the Removable Alterations as provided above, then the Landlord will credit such amounts due to the Tenant against any sums owed by Tenant to Landlord, whether overdue Annual Fixed Rent, Additional Rent, damages or otherwise. In connection with any removal by the Tenant of the Removable Alterations, the Tenant shall be permitted to remove cap off all utility connections behind the adjacent interior finish and restore such fixture provided that it can and does so without damage interior finish to the Premises, and, in any event, repairs any damage occasioned by the installation or removal of such fixture and restores extent necessary so that the Premises to its condition existing prior to such installationare left with complete wall, ceiling and floor finishes. However, Landlord The Tenant shall have the right to require Tenant subject the Removable Alterations to remove any a prior security interest in connection with the financing of its Leasehold Improvements (as defined in the Work Letter) so long as the security agreement evidencing the secured party’s interest in such Removable Alterations; in that case, Tenant shall remove the Alterations prior to the expiration or sooner termination of the term of this Lease. Notwithstanding the foregoing, Tenant shall not be obligated to remove any Alterations with respect to which : (a) Requires the secured party to offer the Removable Alterations to the Landlord prior to offering them to third parties in the case of a default by the Tenant was required or selected to obtain as part of the consent of Landlord; secured party’s remedy under such security agreement; (b) Prohibits the sale of any Removable Alterations at the time Tenant requested the consent of Landlord, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration of the term of this LeasePremises; and and (c) at Provides that the time Landlord granted consent, Landlord notified Tenant that Landlord would not require secured party agrees to fulfill the removal Tenant’s restoration and repair obligations as a condition to recovering possession of the Alteration at the expiration of the term of this LeaseRemovable Alterations.

Ownership of Alterations. All Alterations shall be and remain shall, upon the property of Tenant during the term of this Lease but shall not be altered or removed from the Premises. At the expiration or sooner termination of the term Expiration Date of this Lease, all Alterations shall become the property of Landlord, Landlord and Landlord shall have no obligation to reimburse Tenant for any portion of the value or cost. Notwithstanding the foregoing, if Tenant gives notice to Landlord gives notice to Landlord at the time of the installation of a custom trade fixture that Tenant desires to remove such fixture at the end of the term, then Tenant shall remain on and be permitted to remove such fixture provided that it can and does so without damage to the Premises, and, in any event, repairs any damage occasioned by the installation or removal of such fixture and restores surrendered with the Premises to its condition existing prior to such installation. Howeveron the Expiration Date; except that, Landlord shall have the right to may, at its election, require Tenant to remove any or all of the Alterations; , provided that Landlord notifies Tenant in that casewriting of such election prior to commencement of the Alterations. If Landlord so elects to have the Alterations removed, Tenant shall remove shall, at its sole cost, on or before the Alterations Expiration Date, repair and restore the Premises to the condition of the Premises prior to the expiration or sooner termination installation of the term of this Lease. Notwithstanding the foregoingAlterations which are to be removed, provided that Tenant shall not be obligated required to remove floor or wall coverings, repaint the Premises, install new floor coverings or refill immaterial wall or floor penetrations. Tenant shall pay all costs for Alterations and other construction done or caused to be done by Tenant and Tenant shall keep the Premises free and clear of all mechanics’ and materialmen’s liens resulting from or relating to any Alterations with respect to which or other construction performed by or on behalf of Tenant. Tenant may, at its election, contest the correctness or validity of any such lien provided that (a) within 20 days after written demand by Landlord (which demand may not be made prior to that date which Landlord reasonably estimates is 60 days prior to the last day such lien can be satisfied or bonded over in over to avert a foreclosure of such lien), Tenant was required procures and records a lien release bond (or selected other comparable security reasonably satisfactory to obtain Landlord which will protect the consent Project from foreclosure), issued by a corporation satisfactory to Landlord and authorized to issue surety bonds in California, in an amount equal to 150 percent of Landlord; the amount of the claim of lien, which bond meets the requirements of California Civil Code Section 3143 or any successor statute, and (b) Landlord may, at the time Tenant requested the consent of Landlordits election, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove pay Landlord’s attorneys’ fees and costs (to the Alteration at the expiration extent adjudged reasonable by a court of the term of this Lease; and (ccompetent jurisdiction) at the time Landlord granted consent, Landlord notified Tenant that Landlord would not require the removal of the Alteration at the expiration of the term of this Leaseincurred in participating in such an action.

Ownership of Alterations. All Alterations shall be and remain the Tenant's property of Tenant during the term of this Lease but Lease. All Alterations, once completed, shall not be altered or removed from the PremisesPremises without Landlord's prior written approval pursuant to Section 9.a. At above, except that Tenant may remove any Removable Trade Fixtures (as defined in Section 9.e. below) without Landlord's consent provided that Tenant repairs any damage to the Premises or the Real Property caused by such removal. Without limitation, Landlord's approval pursuant to Section 9.a. above shall not be deemed unreasonably withheld if any such Alterations would be removed, altered or demolished and not replaced with Alterations of equal or greater value and of the same utility and character as the prior Alterations. Upon the expiration or sooner earlier termination of the term of this Lease, all Alterations (other than Removable Trade Fixtures, which shall be and at all times remain Tenant's property) shall immediately and automatically, without any required action or notice by Landlord or Tenant, become the property Landlord's sole property, without any obligation on Landlord to pay Tenant any sums or other consideration therefor. Tenant shall not finance any Alterations by any means whatsoever which would result in a lien or security interest thereon or therein in favor of Landlordany party, nor shall Tenant otherwise allow any lien or security interest to be imposed upon or attach to any Alterations. Except as provided in Section 9.d. and below in this Section 9.c., Landlord shall have no obligation to reimburse Tenant for any portion of the value or cost. Notwithstanding the foregoingmay require Tenant, if Tenant gives notice to Landlord gives notice to Landlord at the time of the installation of a custom trade fixture that Tenant desires to remove such fixture at Tenant's sole expense and by the end of the termTerm, then Tenant shall be permitted to remove such fixture provided that it can any Alterations and does so without damage to the Premises, and, in any event, repairs any damage occasioned by the installation or removal of such fixture and restores restore the Premises to its condition existing prior to such installation. However, Landlord shall have the right to require Tenant to remove any Alterations; in that case, Tenant shall remove the Alterations prior to the expiration or sooner termination of the term of this LeaseAlterations. Notwithstanding the foregoingpreceding sentence, Tenant shall not be obligated required to remove any Alterations with respect of the Tenant Improvements (other than Removable Trade Fixtures) to which (a) any portion of the Premises improved as general office space or warehouse space, and nor shall Tenant was be required or selected to obtain the consent of Landlord; (b) at the time Tenant requested the consent of Landlord, Tenant requested that Landlord inform Tenant of whether Landlord would require Tenant to remove the Alteration at the expiration any of the term of this Lease; and Tenant Improvements (cother than Removable Trade Fixtures) at the time Landlord granted consent, Landlord notified Tenant that Landlord would not require the removal to any portion of the Alteration at the expiration Phase I Premises improved as laboratory space if no more than [...***...] of the term rentable square footage of this Leasethe Phase I Premises is improved as laboratory space, and nor shall Tenant be required to remove any of the Tenant Improvements (other than Removable Trade Fixtures) to any portion of the Phase II Premises improved as laboratory space if no more than [...***...] of the rentable square footage of the Phase II Premises is improved as laboratory space.