Common use of Tenant-Made Alterations and Trade Fixtures Clause in Contracts

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations or improvements made by or on behalf of Tenant to the Premises ("Tenant-Made Alterations") shall become part of the Premises. Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations. All "Tenant Made Alterations" shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Premises. Tenant, at its own cost and expense and without Landlord's prior approval, may erect such shelves, bins, machinery and trade fixtures (collectively "Trade Fixtures") in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's requirements set forth above. Upon Landlord's election, Tenant, at its expense, shall remove its Trade Fixtures and shall immediately repair any damage caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereof.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and All alterations, additions, or improvements made to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations or improvements made by by, or on behalf of of, Tenant are herein referred to the Premises ("as “Tenant-Made Alterations") shall become part of the Premises”. Xxxxxxxx’s prior written consent is required for Tenant- Made Alterations, provided that Tenant shall cause, at its expense, all may make interior Tenant-Made Alterations to comply with insurance requirements the Premises up to $25,000 per instance that do not impact the structure or mechanical systems of the Building without Landlord’s consent. Where Landlord's consent is not required, Tenant shall provide Landlord prompt Notice of such Tenant-Made Alterations accompanied by plans and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result specifications. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord final lien waivers from all contractors and subcontractors who provided services or materials for the Tenant-Made Alterations and as-built plans (if applicable). All "Tenant Made Alterations" shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Premises. Tenant, at its own cost and expense and without ​ Without Landlord's prior ’s approval, Tenant may erect such or install shelves, binsracking, machinery and trade fixtures in the Premises (collectively "Trade Fixtures"), provided such items: (i) in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the slab, (ii) may be removed without materially damaging the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies (iii) comply with all Legal Requirements and with Landlord's requirements set forth above(defined in Exhibit B). Upon Landlord's electionLease termination, Tenant, at its expense, shall remove its all Trade Fixtures and Tenant-Made Alterations (except those which Landlord has identified by Notice to Tenant shall immediately ​ ​ remain as Landlord's property), and repair any damage to the Premises caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contraryUpon Xxxxxx's written request, Landlord has not consented shall provide Tenant a list of Tenant-Made Alterations which the Landlord will allow to any work that would permit remain upon the making of any claim against Landlord or the Premises in respect thereofExpiration Date.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and All alterations, additions, or improvements made to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations or improvements made by by, or on behalf of of, Tenant are herein referred to the Premises ("as “Tenant-Made Alterations") shall become part of the Premises”. Xxxxxxxx’s prior written consent is required for Tenant-Made Alterations, provided that Tenant shall cause, at its expense, all may make interior Tenant-Made Alterations to comply with insurance requirements the Premises up to $25,000 per instance that do not impact the structure or mechanical systems of the Building without Landlord’s consent. Where Landlord's consent is not required, Tenant shall provide Landlord prompt Notice of such Tenant-Made Alterations accompanied by plans and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result specifications. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord final lien waivers from all contractors and subcontractors who provided services or materials for the Tenant-Made Alterations and as-built plans (if applicable). All "Tenant Made Alterations" shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Premises. Tenant, at its own cost and expense and without Without Landlord's prior ’s approval, Tenant may erect such or install shelves, binsracking, machinery and trade fixtures in the Premises (collectively "Trade Fixtures"), provided such items: (i) in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the slab, (ii) may be removed without materially damaging the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies (iii) comply with all Legal Requirements and with Landlord's requirements set forth above(defined in Exhibit B). Upon Landlord's electionLease termination, Tenant, at its expense, shall remove its all Trade Fixtures and Tenant-Made Alterations (except those which Landlord has identified by Notice to Tenant shall immediately remain as Landlord's property), and repair any damage to the Premises caused by such removal. Upon Xxxxxx's written request, prior Landlord shall provide Tenant a list of Tenant-Made Alterations which the Landlord will allow to remain upon the expiration or earlier termination of this LeaseExpiration Date. Notwithstanding anything in the foregoing, implied or expressed herein to the contrary, and provided that no Event of Default exists or would exist but for the passage of time, giving of notice, or both, Landlord has shall contribute up to a maximum amount of $42,506.40 (the “Essentials Allowance”), towards products and services for Tenant’s operations at the Premises which must be purchased through Prologis Essentials Services Group (“PLD Essentials”). Payment of the Essentials Allowance shall be made by Landlord to Tenant within 30 days following (i) completion of the services or purchase of the products purchased through PLD Essentials, (ii) Landlord’s receipt of Tenant’s paid invoices or receipts substantiating the costs along with copies of vendor invoices summarizing work done, (iii) Landlord’s receipt of any final third-party lien waivers related to such services and products; and (iv) Landlord’s receipt of a copy of any final permits approved by the applicable governing authority (but only to the extent required for such products or services). Landlord shall be under no obligation to pay for any products or services not consented provided or coordinated through PLD Essentials or that are in excess of the Essentials Allowance. Further, the Essentials Allowance shall only be available for Tenant’s use through March 31, 2024, and Tenant hereby waives any and all rights to any work that would permit unused portion of the making of any claim against Landlord or the Premises in respect thereofEssentials Allowance remaining thereafter.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. (a) Any alterations alterations, additions, or improvements made by or on behalf of Tenant to the Premises ("Tenant-Made Alterations") shall become part of the Premisesbe subject to Landlord's prior written consent, which shall not be unreasonably withheld or delayed, and shall be made at Tenant's sole cost and expense. Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations. All "Landlord shall provide to Tenant all specifications and CAD drawings in Landlord's possession for the Building and the Premises, the existing fire alarm and fire sprinkler system, and the card access, HVAC and electrical systems. Notwithstanding the foregoing, Tenant may make non-structural, interior Tenant-Made Alterations without Landlord's consent provided (i) Tenant provides written notice to Landlord prior to the commencement of such non-structural, interior Tenant-Made Alterations" ; (ii) the aggregate cost of all Tenant-Made Alterations does not exceed $25,000.00 for any twelve (12) month period; and (iii) Tenant secures all permits, licenses and approvals required to construct and/or install such Tenant-Made Alterations and provides to Landlord a copy of the same. Tenant shall not have the right, without Landlord's prior written consent, which shall not be unreasonably withheld or delayed, to make any Tenant-Made Alterations that (x) affect the structural components or exterior of the Building (including without limitation, roof membrane, the dock and loading areas, truck doors, entry doors or windows), or the mechanical, plumbing or building systems of the Building, or (y) are visible from outside the Premises or Building. (b) All Tenant-Made Alterations shall be made in accordance with all applicable laws, regulations and building codes, constructed in a good and workmanlike manner by contractors reasonably acceptable to Landlord and only good grades of quality equal materials shall be used. All plans and specifications for any Tenant-Made Alterations shall be submitted to Landlord for its approval, which shall not be unreasonably withheld or better than the original delayed. Landlord may monitor construction of the Tenant-Made Alterations. Tenant shall reimburse Landlord for its actual, reasonable third-party costs in reviewing plans and specifications and in monitoring construction not to exceed $2,000.00. Landlord's right to review plans and specifications and to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to see that such plans and specifications or construction comply with applicable laws, codes, rules and regulations. (c) Tenant shall provide Landlord with the identities and mailing addresses of all persons performing work or supplying materials, prior to beginning such construction, and Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall furnish security or make other arrangements reasonably satisfactory to Landlord to assure payment for the completion of all work free and clear of liens (it being agreed by Landlord that Tenant obtaining lien waivers from all contractors engaged by Tenant to perform Tenant's initial fit-out and racking work shall satisfy this requirement) and provide certificates of insurance for worker's compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord sworn statements setting forth the names of all contractors and subcontractors who did work on the Tenant-Made Alterations and final lien waivers from all such contractors and subcontractors. (d) Upon surrender of the Premises, all Tenant-Made Alterations and any leasehold improvements constructed by Landlord or Tenant shall remain on the Premises as Landlord's property, except to the extent Landlord requires removal at Tenant's expense of any such items or Landlord and Tenant have otherwise agreed in writing in connection with Landlord's consent to any Tenant-Made Alterations. Prior to the expiration or termination of this Lease, Tenant, at its sole expense, shall repair any and all damage caused by such removal. (e) Tenant, at its own cost and expense and without Landlord's prior approval, may erect such racks, shelves, bins, machinery and trade fixtures (collectively "Trade Fixtures") in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's requirements set forth above. Upon Landlord's electionPrior to the expiration or termination of this Lease, Tenant, at its sole expense, shall remove its Trade Fixtures and shall immediately repair any and all damage caused by such removal. (f) Landlord shall allow Tenant to use the card access system hardware, prior fiber, CATS and CAT3 data and voice wiring and associated patch panels and plate, HVAC equipment and controls, fire alarm, PA system and the built-in reception area furniture currently on the Premises, in their "as is" condition, at no additional cost to Tenant, provided, however, that Tenant's right to use the existing furniture, furnishings, the existing telephone system (switch, telephone sets, etc.) and card access system software is subject to the expiration Trustee's rights under the involuntary bankruptcy filing against Folio, Inc. filed in United States Bankruptcy Court, Worcester, Massachusetts Docket Number 02-47640 to claim and remove such items. Tenant acknowledges and agrees that Landlord has made no representations or earlier termination warranties of this Lease. Notwithstanding anything in the foregoing, implied or expressed any kind whatsoever with respect to the contrarycondition or fitness for any particular purpose of such fixtures, Landlord has furniture and equipment and that Tenant, and not consented to Landlord, shall be responsible at Tenant's sole cost and expense for any work that would permit the making of any claim against Landlord repairs or the Premises maintenance required in respect thereofconnection therewith.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. (a) Any alterations alterations, additions, or improvements made by or on behalf of Tenant to the Premises ("Tenant-Made Alterations") shall become part of the Premisesbe subject to Landlord's prior written consent, which shall not be unreasonably withheld, conditioned or delayed. Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations. Notwithstanding anything herein to the contrary, Tenant may, without Landlord's consent, but subject to Legal Requirements (including without limitation the approval applicable design review committee[s] and/or owners association[s]), install security cameras on the exterior of the Premises, erect or install shelves, wall display systems, bins, machinery, trade fixtures and security devices, including security gates, fences and rolling shutters (interior or exterior) in the Premises and in the Outside Yard Area. Also notwithstanding anything to the contrary contained in this Lease, Tenant shall have the right, without obtaining Landlord’s consent, but upon prior written notice to Landlord, to install non-structural alterations, additions or improvements to the interior (and not visible from the exterior) of the Premises not requiring a permit and not costing in excess of $100,000.00 annually. (b) All "Tenant Tenant-Made Alterations" Alterations shall be made in accordance with all applicable laws, regulations and building codes, constructed in a good and workmanlike manner by contractors reasonably acceptable to Landlord and only good grades of quality equal materials shall be used. All plans and specifications for any Tenant-Made Alterations shall be submitted to Landlord for its approval, which shall not be unreasonably withheld, conditioned or better than the original delayed. Landlord may monitor construction of the Tenant-Made Alterations. Tenant shall reimburse Landlord for Landlord's review of plans and specifications not to exceed $1,500, but in no event shall Tenant be obligated to pay a supervision or construction management fee with respect to any Tenant- Made Alterations except as set forth in the Work Letter. Landlord's right to review plans and specifications and to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to see that such plans and specifications or construction comply with applicable laws, codes, rules and regulations. (c) Tenant shall provide Landlord with the identities and mailing addresses of all persons performing work or supplying materials, prior to beginning such construction, and Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall furnish security or make other arrangements reasonably satisfactory to Landlord to assure payment for the completion of all work free and clear of liens and shall provide certificates of insurance for worker's compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord sworn statements setting forth the names of all contractors and subcontractors who did work on the Tenant-Made Alterations and final lien waivers from all such contractors and subcontractors. (d) Upon surrender of the Premises, at Landlord's sole election, all Tenant-Made Alterations, Tenant Improvements and any other leasehold improvements constructed by Landlord or Tenant shall remain on the Premises as Landlord's property, provided that Landlord shall have the right to require Tenant to remove, at Tenant's sole cost and expense, any and all such Tenant-Made Alterations, Tenant Improvements or other leasehold improvements and repair any damage caused by such removal. Notwithstanding the foregoing, Tenant shall have the right, at the time it requests Landlord's consent and delivers all plans and specifications to any Tenant Improvement or Tenant-Made Alteration to make a written request that Landlord notify Tenant whether Tenant shall be required to remove the applicable Tenant Improvement and/or Tenant-Made Alteration at the expiration or termination of the Lease Term, in which event Tenant shall only be obligated to remove (i) those Tenant Improvements and/or Tenant- Made Alterations, that Landlord notified Tenant in writing at the time Landlord provides its consent that it must remove at the end of the Lease Term, and (ii) those Tenant Improvements and/or Tenant-Made Alterations that Tenant did not timely seek or did not obtain Landlord's written consent to leave in place at the end of the Lease Term, and that Landlord ultimately requires Tenant to remove. For avoidance of doubt, Landlord shall only be permitted to require removal of a Tenant-Made Alteration or Tenant Improvement if such Tenant-Made Alteration or Tenant Improvement is not a customary tenant improvement for general industrial and warehouse space used for manufacturing, assembly, storage, distribution and wholesale sales of products and merchandise and research and development. Failure of Landlord to notify Tenant in writing at the time that Landlord issues its consent that a Tenant Improvement and/or Tenant-Made Alteration must be removed shall mean that Tenant shall not be obligated to remove the Tenant Improvement and/or Tenant-Made Alteration (as applicable) at the expiration or earlier termination of this Lease. Any Tenant Improvement and/or Tenant-Made Alterations, which Landlord has elected to not require Tenant to remove shall remain on the Premises as Landlord's property and shall be deemed abandoned by Tenant at the expiration or earlier termination of the Lease; provided, however, that Tenant reserves the right to remove the same upon the installation of subsequent replacement of Tenant Improvements and/or Tenant-Made Alterations of good quality made in accordance with the terms of this Lease, provided that such removal or replacement does not adversely affect the marketability of the Premises for the uses permitted hereunder. To the extent that Landlord requires such removal and restoration of the Premises and the Building, then, not later than the expiration or termination of this Lease, Tenant, at its sole expense, shall perform such work and repair any and all damage caused by the removal of any improvements and restore the Premises and the Building to its shell condition as set forth in the Base Building Specifications, normal wear and tear excepted. (e) Tenant, at its own cost and expense and without Landlord's prior approval, may erect such shelves, bins, machinery and trade fixtures (collectively "Trade Fixtures") in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's requirements set forth above. Upon Landlord's electionNot later than the expiration or termination of this Lease, Tenant, at its sole expense, shall remove its Trade Fixtures and shall immediately repair any and all damage caused by such removal. (f) Any and all Tenant-Made Alterations performed by Tenant will be performed in accordance with Landlord’s “Contractor Rules and Regulations” attached hereto as Exhibit F-1 and the Energy and Sustainability Construction Guidelines and Requirements attached hereto as Exhibit F-2, prior to the expiration and any modifications thereto by Landlord, notwithstanding any more permissive local building codes or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereofordinances.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations or improvements made by or on behalf of Tenant to the Premises ("“Tenant-Made Alterations"”) shall become part of the Premises. Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations. All "“Tenant Made Alterations" ” shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Premises. Tenant, at its own cost and expense and without Landlord's ’s prior approval, may erect such shelves, bins, machinery and trade fixtures (collectively "“Trade Fixtures"”) in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's ’s requirements set forth above. Upon Landlord's ’s election, Tenant, at its expense, shall remove its Trade Fixtures and shall immediately repair any damage caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereof.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations alterations, additions, or improvements made by or on behalf of Tenant to the Premises Premises, except for those made by Landlord for Tenant and except for Minor Alterations, ("“Tenant-Made Alterations"”) shall become part be subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed. The term “Minor Alterations” herein shall mean any alteration, addition or improvements to the Premises that do not (i) affect the mechanical, electrical, HVAC or other Building operating systems, (ii) affect the structural components of the Building or require penetration of the floor or ceiling of the Premises or (iii) cost more than $10,000 in any one instance. All Tenant-Made Alterations shall be constructed in a good and workmanlike manner by contractors reasonably acceptable to Landlord and only good grades of materials shall be used. Upon surrender of the Premises. Tenant shall cause, at its expense, all Tenant-Made Alterations and any leasehold improvements constructed by Landlord or Tenant shall remain on the Premises as Landlord’s property, except to comply the extent Landlord requires removal at Tenant’s expense of any such items or Landlord and Tenant have otherwise agreed in writing in connection with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of Landlord’s consent to any Tenant-Made Alterations. All "Tenant Made Alterations" shall be made in accordance with all applicable laws, regulations and building codes, in a good and workmanlike manner and of quality equal to or better than the original construction of the Premisesrepair any damage caused by such removal. Tenant, at its own cost and expense and without Landlord's ’s prior approval, may erect such shelves, bins, machinery machinery, and trade fixtures (collectively "“Trade Fixtures"”) in the ordinary course of its business provided that such items do not alter the basic structural character of the Premises, do not overload or damage the Premises, and may be removed without material injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's requirements set forth aboveRequirements. Upon Landlord's electionWhen Tenant vacates the Premises, Tenant, at its expense, Tenant shall remove its Trade Fixtures and shall immediately repair any damage caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereof.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. (a) Any alterations alterations, additions, or improvements made by or on behalf of Tenant to the Premises ("“Tenant-Made Alterations"”) shall become part be subject to Landlord’s prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed (except to the extent any such Tenant-Made Alterations could adversely impact the structure, systems or exterior appearance of the Building, in which event Landlord’s consent shall be in its sole and absolute discretion). Notwithstanding the foregoing, Landlord’s consent shall not be required for any Tenant-Made Alterations which are strictly cosmetic in nature and (i) do not modify or affect the Premises’ or Building’s structure, roof systems, or the electrical, plumbing, heating, ventilation and air conditioning, mechanical, security, life safety or other systems serving the Building and/or Premises, (ii) are not visible from the exterior of the Premises, (iii) do not require the issuance of a building permit, (iv) do not involve penetrations to the roof and/or roof membrane of the Building, and (v) otherwise comply with Legal Requirements (collectively, “Cosmetic Alterations”); provided that the aggregate cost of any such Cosmetic Alterations does not exceed One Hundred Fifty Thousand Dollars ($150,000.00) in any twelve (12) month period during the Lease Term. Cosmetic Alterations shall be deemed to constitute Tenant-Made Alterations for all purposes under this Lease (except that Landlord’s consent shall not be required so long as the foregoing provisions have been satisfied), Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations. . (b) All "Tenant Tenant-Made Alterations" Alterations shall be made in accordance with all applicable laws, regulations and building codes, constructed in a good and workmanlike manner by contractors reasonably acceptable to Landlord and only good grades of quality equal materials shall be used. All plans and specifications for any Tenant-Made Alterations requiring Landlord’s consent shall be submitted to Landlord for its approval, which approval shall not be unreasonably withheld, conditioned or better than delayed (except to the original extent any such Tenant-Made Alterations could adversely impact the structure, systems or exterior appearance of the Building, in which event Landlord’s consent shall be in its sole and absolute discretion). Landlord may monitor construction of the Tenant-Made Alterations. Tenant shall reimburse Landlord for its actual out-of-pocket costs in reviewing plans and specifications and in monitoring construction not to exceed three percent (3%) of the total cost of such Tenant-Made Alterations, it being understood, however that no such reimbursement shall be made with respect to the Tenant Improvement or Cosmetic Alterations. Landlord’s right to review plans and specifications and to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to see that such plans and specifications or construction comply with applicable laws, codes, rules and regulations. (c) Tenant shall provide Landlord with the identities and mailing addresses of all persons performing work or supplying materials, prior to beginning such construction, and Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall assure payment for the completion of all work free and clear of liens and shall provide certificates of insurance for worker’s compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord sworn statements setting forth the names of all contractors and subcontractors who did work on the Tenant-Made Alterations and final lien waivers from all such contractors and subcontractors for invoices in excess of $5,000.00. (d) Upon surrender of the Premises, all Tenant-Made Alterations and any leasehold improvements constructed by Landlord or Tenant shall remain on the Premises as Landlord’s property, except to the extent Landlord’s requires removal at Tenant’s expense of any such items which Landlord notified Tenant in writing would be required to be removed at the time of Landlord’s consent thereto (it being understood and agreed that Tenant shall not be required to remove any Cosmetic Alterations of Tenant Improvements (unless Landlord required Tenant to remove such Tenant Improvements concurrently with Landlord’s approval of the same; provided that Landlord shall have no such right to require such removal with respect to standard general office improvements typically found in premises used for general office purposes). At the time Tenant requests Landlord’s consent and delivers all plans and specifications to any Tenant-Made Alteration, Landlord shall notify Tenant whether Tenant shall be obligated, or have the right, to remove the applicable Tenant-Made Alteration at the end of the Lease Term, in which event Tenant shall only be obligated to remove (i) those Tenant-Made Alterations that Landlord notified Tenant in writing at the time Landlord provides its consent that it must remove at the end of the Lease Term, and (ii) those Tenant-Made Alterations (other than Cosmetic Alterations) that Tenant did not timely seek or did not obtain Landlord’s written consent to leave in place at the end of the Lease Term, and that Landlord ultimately requires Tenant to remove. In the event that Landlord fails to respond to any such written request from Tenant within ten (10) business days, then Landlord will be deemed to have elected to allow Tenant to leave the subject Tenant-Made Alterations upon the expiration or earlier termination of this Lease. Notwithstanding the foregoing, in no event shall Tenant be responsible for or liable for the cost of removal of the initial Tenant Improvements (except to the extent the same are damaged or modified by Tenant). Prior to the expiration or termination of this Lease, Tenant, at its sole expense, shall repair any and all damage caused by such removal. (e) Tenant, at its own cost and expense and without Landlord's ’s prior approval, may erect such shelves, bins, machinery and trade fixtures (collectively "“Trade Fixtures"”) in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the Premises, and may be removed without injury to the Premises, and the construction, erection, and installation thereof complies with all Legal Requirements and with Landlord's ’s requirements set forth above. Upon Landlord's electionPrior to the expiration or termination of this Lease, Tenant, at its sole expense, shall remove its Trade Fixtures and shall immediately repair any and all damage caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereof.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and Any alterations, additions, or improvements to the Premises that are not structural and will not diminish the value of the Premises at the expiration of the Lease Term. Any alterations or improvements made by or on behalf of Tenant to the Premises ("Tenant-Made Alterations") ), shall become part be subject to Landlord's prior written consent, which shall not be unreasonably withheld, conditioned or delayed provided that such Tenant-Made Alterations do not affect any of the PremisesBuilding’s structure, foundation, roof, appearance or building systems. Notwithstanding the foregoing, Tenant shall have the right to make certain Tenant-Made Alterations without Landlord’s consent provided (i) such Tenant-Made Alterations do not affect any of the Building’s structure, concrete floors, foundation, roof, walls, appearance or building systems, including, without limitation plumbing, electrical, and HVAC systems, (ii) do not exceed One Hundred Thousand and No/100 Dollars ($100,000.00) in any one instance or Two Hundred Thousand and No/100 Dollars ($200,000.00) cumulatively during any calendar year, and (iii) at least ten (10) days prior to making any such Tenant-Made Alterations, Tenant will notify Landlord of its intention to do so and will provide Landlord with a copy of all plans or drawings, if any, for such Tenant-Made Alterations, copies of any required licenses or permits, and certificates of insurance for worker's compensation and other coverage in amounts from an insurance company reasonably satisfactory to Landlord protecting Landlord and its property manager against liability for personal injury or property damage during construction. Tenant shall cause, at its expense, all Tenant-Made Alterations to comply with insurance requirements and with Legal Requirements and shall construct at its expense any alteration or modification required by Legal Requirements as a result of any Tenant-Made Alterations, including all applicable zoning and municipal regulations as well as any requirements under any association agreements, covenants or easements applicable to the Building. Tenant shall obtain at its cost and expense all applicable governmental permits and approvals for Tenant-Made Alterations. All "Tenant Tenant-Made Alterations" Alterations shall be made in accordance with all applicable laws, regulations and building codes, constructed in a good and workmanlike manner by contractors reasonably acceptable to Landlord and only grades of quality equal materials acceptable to or better than the original Landlord shall be used. All plans and specifications for any Tenant-Made Alterations shall be submitted to Landlord for its prior written approval, as provided above. Landlord may monitor construction of the Tenant-Made Alterations. Tenant shall reimburse Landlord for its reasonable out-of-pocket costs in reviewing plans and specifications. Landlord's right to review plans and specifications and to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to see that such plans and specifications or construction comply with applicable laws, codes, rules and regulations. Tenant shall provide Landlord with the identities and mailing addresses of all persons performing work or supplying materials, prior to beginning such construction, and Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall be responsible at its sole cost and expense for the payment of all work and for the completion of all work free and clear of liens and shall provide certificates of insurance for worker's compensation and other coverage in amounts from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord sworn statements setting forth the names of all contractors and subcontractors who did work on the Tenant-Made Alterations and final lien waivers from all such contractors and subcontractors. Upon surrender of the Premises, all Tenant-Made Alterations and any leasehold improvements constructed by Landlord or Tenant shall remain on the Premises as Landlord's property, except to the extent Landlord requires removal at Tenant's expense of any such items pursuant to Section 21 of this Lease or Landlord and Tenant have otherwise agreed in writing in connection with Landlord's consent to any Tenant-Made Alterations. Tenant shall repair any damage caused by such removal. Tenant, at its own cost and expense and without Landlord's prior approval, may erect such removable shelves, bins, machinery and trade fixtures normal office equipment (collectively "Trade Fixtures") and paint any portion of the interior of the Premises in the ordinary course of its business provided that such items do not alter the basic character of the Premises, do not overload or damage the PremisesPremises or any component thereof, and may be removed without injury to the Premises, and the . The construction, erection, and installation thereof complies must also comply with all Legal Requirements and with Landlord's requirements set forth above. Upon Landlord's electionexpiration or termination of the Lease, Tenant, at its expense, Tenant shall remove its Trade Fixtures and shall immediately repair any damage caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed Landlord acknowledges and agrees that Tenant’s racking will be anchored to the contraryconcrete slab of the Building and that, Landlord has not consented to any work that would permit upon Tenant vacating the making of any claim against Landlord or Premises, these anchors will be cut flush with the Premises in respect thereofslab and neither removed nor filled.

Tenant-Made Alterations and Trade Fixtures. Tenant may make alterations and (a) Subject to the terms set forth below, any alterations, additions, or improvements (including, without limitation, alterations, additions or improvements to the Premises that are not structural and will not diminish the value roof of the Premises at Building, but excluding the expiration Landlord Work to be constructed by Landlord, the initial Tenant Improvements and/or any Tenant Change(s) to be constructed pursuant to Exhibit B attached hereto, which shall not constitute Tenant-Made Alterations and shall be governed by the terms of the Lease Term. Any alterations or improvements Work Letter attached hereto as Exhibit B and not the terms of this Paragraph 12(a)) made by or on behalf of Tenant to the Premises ("Tenant-Made Alterations") shall become part be subject to compliance with Legal Requirements and Private Restrictions (including, without limitation, approval of any applicable design review committee[s] or owners association[s]) and Landlord's prior written consent, which consent shall not be unreasonably withheld, conditioned or delayed (except to the extent that the subject Tenant-Made Alterations could reasonably be expected to adversely impact the structure and/or structural elements of a Building, or any Building systems, in which event Landlord's consent shall be in its sole and absolute discretion, or the exterior appearance of the Project, Building, and/or Premises, in which event Landlord's consent shall be in its sole and good faith discretion). Tenant acknowledges that, subject to the terms of Paragraph 43 below, Landlord does not have control over any applicable design review committee(s) and/or owners association(s) and their review of any proposed Tenant-Made Alterations. Therefore, such design review committee(s) and owners association(s) may grant or withhold its/their consent in accordance with applicable Legal Requirements and/or Private Restrictions, which may or may not require such design review committee(s) and/or owners association(s) to act reasonably in granting or withholding its/their consent. Notwithstanding the foregoing, but subject to compliance with Legal Requirements and Private Restrictions, Landlord's consent shall not be required for non-structural alterations to the interior of the Premises (that are not visible from the exterior of the Premises) costing less than Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate in any consecutive twelve (12) month period, provided that in any such case, the alterations (i) do not affect the structure of the Building, or adversely affect any Building systems (including, without limitation, electrical, plumbing, life safety, and/or HVAC systems), or the exterior appearance of the Project, Building or the Premises, (ii) do not require an approval under any Private Restrictions, and (iii) do not involve Building penetrations (collectively, "Permitted Alterations"). Tenant shall give Landlord at least ten (10) days prior written notice of such Permitted Alterations ("Permitted Alterations Notice"), which Permitted Alterations Notice shall be accompanied by reasonably adequate evidence that such Permitted Alterations meet the criteria contained in this Paragraph 12. Permitted Alterations shall be deemed to constitute Tenant-Made Alterations for all purposes under this Lease (except that Landlord's consent shall not be required so long as the foregoing provisions have been satisfied). Tenant shall cause, at its expense, all Tenant-Made Alterations Alterations, including without limitation Permitted Alterations, to comply with insurance requirements and requirements, with Legal Requirements and Private Restrictions, and shall construct at its expense any alteration or modification required by Legal Requirements and/or Private Restrictions as a result of any Tenant-Made Alterations and/or Permitted Alterations. . (b) All "Tenant Tenant-Made Alterations" Alterations and Permitted Alterations shall be made in accordance with all applicable laws, regulations and building codes, constructed in a good and workmanlike manner manner, in compliance with Legal Requirements and the Private Restrictions, and by contractors reasonably acceptable to Landlord and only good grades of quality equal materials shall be used. All plans and specifications for any Tenant-Made Alterations (other than Permitted Alterations, unless otherwise required by Legal Requirements or Private Restrictions) shall be submitted to (i) Landlord for its approval, which approval shall not be unreasonably withheld, conditioned or better than delayed (except to the original extent that the subject Tenant-Made Alterations could reasonably be expected to adversely impact the structure and/or structural elements of the Building, the exterior appearance of the Project, Building, and/or Premises or any Building systems, in which event Landlord's consent shall be in its sole and absolute discretion), and (ii) any applicable design review committee(s) and/or owners association(s) for their respective approvals (which approvals may be granted or withheld in accordance with the applicable Legal Requirements and Private Restrictions). Tenant shall reimburse Landlord for its reasonable out-of-pocket costs in reviewing plans and specifications and Tenant agrees that Landlord has the right to condition Landlord's approval of any Tenant-Made Alterations that affect any Building Structural Elements upon charging a commercially reasonable construction monitoring fee (not to exceed two percent (2%) of the total cost of such Tenant-Made Alterations). Landlord's right to review plans and specifications and/or to monitor construction shall be solely for its own benefit, and Landlord shall have no duty to see that such plans and specifications or construction comply with Legal Requirements and/or Private Restrictions or are otherwise performed to any particular standard or in any particular manner. (c) Tenant shall provide Landlord with the identities and mailing addresses of all persons performing work or supplying materials, prior to beginning such work, and Landlord may post on and about the Premises notices of non-responsibility pursuant to applicable law. Tenant shall furnish security or make other arrangements satisfactory to Landlord to assure payment for the completion of all work free and clear of liens and shall provide certificates of insurance for worker's compensation and other coverage in amounts and from an insurance company satisfactory to Landlord protecting Landlord against liability for personal injury or property damage during construction. Upon completion of any Tenant-Made Alterations, Tenant shall deliver to Landlord final, unconditional lien waivers in statutory form from all such contractors and subcontractors. (d) Upon surrender of the Premises, all Tenant-Made Alterations, Permitted Alterations, and any leasehold improvements constructed by Landlord or Tenant (including, without limitation, the Tenant Improvements and/or any Tenant Change, but expressly excluding all of Tenant's trade fixtures, inventory, furnishings, equipment and other personal property at the Premises [all of which may be removed by Tenant from time to time and at any time during the Lease Term]) shall remain on the Premises as Landlord's property, except to the extent Landlord requires removal at Tenant's expense of any such items or Landlord and Tenant have otherwise agreed in writing in connection with Landlord's consent to any Tenant Improvements (in accordance with Exhibit B), Tenant Change (in accordance with Exhibit B), and/or Tenant-Made Alterations (or following receipt of a Permitted Alterations Notice or a Permitted Alterations List, as applicable). Notwithstanding the foregoing, Tenant shall have the right, at the time it requests Landlord's consent and delivers all plans and specifications to any Tenant-Made Alteration (or, with respect to Permitted Alterations, at the time it delivers a Permitted Alterations Notice or Permitted Alterations List, as applicable, or with respect to the Tenant Improvements and/or a Tenant Change, in accordance with the terms and condition contained in Exhibit B), to make a written request that Landlord notify Tenant whether Tenant shall be required to remove the applicable Tenant-Made Alteration, Tenant Improvement, Tenant Change and/or Permitted Alteration at the expiration or termination of the Lease Term, in which event Tenant shall only be obligated to remove (i) those Tenant-Made Alterations, Tenant Improvements, Tenant Changes and Permitted Alterations that Landlord notified Tenant in writing at the time Landlord provides its consent that it must remove at the end of the Lease Term, and (ii) those Tenant-Made Alterations, Tenant Improvements, Tenant Changes and Permitted Alterations that Tenant did not timely seek or did not obtain Landlord's written consent to leave in place at the end of the Lease Term, and that Landlord ultimately requires Tenant to remove. Failure of Landlord to notify Tenant in writing at the time that Landlord issues its consent that a Tenant-Made Alteration, Tenant Improvement, and/or any Tenant Change must be removed (or within ten (10) business days following Landlord's receipt of a Permitted Alterations Notice or Permitted Alterations List, as applicable) shall mean that Tenant shall be obligated to remove the Tenant-Made Alteration, Tenant Improvement, Tenant Change and/or Permitted Alteration (as applicable) at the expiration or earlier termination of this Lease. Notwithstanding the foregoing or anything to the contrary contained herein, Landlord hereby agrees that Tenant shall not be required to remove (I) the Tenant Improvements located in the northern office area of the Premises as depicted on the site plan attached hereto as Exhibit F, (II) conventional and customary building systems (e.g. mechanical, electrical, plumbing and life safety systems) typically installed in office/industrial/warehouse buildings in the market area (but specifically excluding any specialty systems and equipment, including, without limitation, any manufacturing and/or lab equipment, which Tenant shall be required to remove), and (III) basic structural upgrades to the Building (collectively, the “Improvements Not Subject to Restoration”). Notwithstanding the foregoing to the contrary, Tenant shall be required to remove (and repair any damage caused by such removal) any and all mezzanines (excluding the mezzanine installed by Landlord as part of the Landlord Work) from the Premises (including, without limitation, any equipment and/or building systems placed and/or installed on such mezzanines, whether or not the same are depicted in Exhibit F and whether or not the same are conventional and/or customarily installed in xxxxxx/xxxxxxxxxx/xxxxxxxxx xxxxxxxxx xx xxx xxxxxx xxxx). Any Tenant-Made Alterations, Tenant Improvements, Tenant Changes and Permitted Alterations which Landlord has elected to not require Tenant to remove shall remain on the Premises as Landlord's property and shall be deemed abandoned by Tenant at the expiration or earlier termination of the Lease. Prior to the expiration or termination of this Lease, Tenant, at its sole expense, shall repair any and all damage caused by the removal of any Tenant-Made Alterations, Tenant Improvements, Tenant Changes and/or Permitted Alterations. (e) Tenant, at its own cost and expense and without Landlord's prior approval, may erect such shelves, bins, machinery machinery, racks and trade fixtures (collectively "Trade Fixtures") in the ordinary course of its business provided that such items do not alter adversely impact the basic character of the PremisesBuilding Structural Elements, do not overload or damage the Premises, Premises (i.e. the weight and/or size of such items do not exceed the specifications and may be removed without injury to the Premises, thresholds thereof) and the construction, erection, and installation thereof complies with all Legal Requirements and Private Restrictions and with Landlord's any other applicable requirements set forth in this Paragraph 12 above. Upon Landlord's electionPrior to the expiration or termination of this Lease, Tenant, at its sole expense, shall remove its Trade Fixtures and shall immediately repair any and all damage to the Project, Building and/or Premises caused by such removal, prior to the expiration or earlier termination of this Lease. Notwithstanding anything in the foregoing, implied or expressed to the contrary, Landlord has not consented to any work that would permit the making of any claim against Landlord or the Premises in respect thereof.